Palm Springs City Council
May 12, 2026

(BB&K 2024)
AMENDMENT NO. 2 TO THE CONTRACT SERVICES AGREEMENT
NO. 23B079 BETWEEN THE CITY OF PALM SPRINGS AND WEST AVIATION SERVICES – SAN DIEGO DBA SIERRA AVIATION GROUP

1. Parties and Date.

This Amendment No. 2 to the Contract Services Agreement is made and entered into as of this 12 day of May, 2026, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and West Aviation Services - San Diego dba Sierra Aviation Group, a California corporation (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. City and Contractor entered into an agreement titled “Contract Services Agreement No. 23B079 Baggage Relocation and Wayfinding Services,” dated June 1, 2023 (“Agreement”) to provide baggage relocation and wayfinding services for the Palm Springs International Airport, in an amount not to exceed $2,000,000.00 and a three-year term with two oneyear extension options, commencing on June 1, 2023, to May 31, 2026.

2.2 Amendment No. 1. City and Contractor entered into Amendment No. 1 to add $110,000.00 for baggage relocation and wayfinding services, for a revised not to exceed amount of $2,110,000.00.

2.3 Amendment Purpose. City and Contractor now desire to amend the Agreement to add a supervisor position, incorporate overtime and holiday rates, define regular working hours, and include a holiday schedule, extend the contract term for an additional one-year period, exercising the first one-year extension option through May 31, 2027, and account for the annual Consumer Price Index (CPI) adjustment to increase compensation, for a revised not to exceed amount of $1,498,422.50, for baggage relocation and wayfinding services.

2.4 Amendment Authority. This Amendment No. 2 is authorized pursuant to Section 3.3 of the Agreement.

3. Terms.

3.1 Amendment. Section 3.1 Compensation of Contractor of the Agreement is hereby amended in its entirety to read as follows:
“3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Attachment F and F1. The total amount of compensation under this Agreement shall not exceed $3,608,422.50.”
“The schedule of fees set forth in Attachment F shall remain in effect for services performed through May 31, 2026. The revised schedule of fees set forth in Attachment F1, shall become effective June 1, 2026, and shall apply to all services performed on or after that date.”

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(BB&K 2024)

3.2 Amendment. Attachment F of the Agreement is hereby deleted in its entirety and replaced with Attachment F1, attached hereto and incorporated herein by reference, effective June 1, 2026.

3.3 Amendment. Section 4.4 Term of the Agreement is hereby amended in its entirety to read as follows:
“4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of four years, commencing on issuance of Notice to Proceed, unless extended by mutual written agreement of the Parties.

In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for an additional one-year term.”

3.4 Amendment. The Agreement is hereby amended to include a holiday schedule, attached hereto as Exhibit “B” and incorporated herein by this reference.

3.5 Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2.

3.6 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2.

3.7 Severability. If any portion of this Amendment No. 2 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.8 Counterparts. This Amendment No. 2 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
[SIGNATURES ON FOLLOWING PAGE]

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55575.18100\42913029.1

(BB&K 2024)
SIGNATURE PAGE FOR AMENDMENT NO. 2 TO THE CONTRACT SERVICES AGREEMENT NO. 23B079 BETWEEN THE CITY PALM SPRINGS AND WEST AVIATION SERVICES – SAN

DIEGO DBA SIERRA AVIATION GROUP
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

By: ____________________________ By: ______________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: 5/12/2026 Item No.

APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:

By: _______________________________ Date:

City Manager – up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000

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ATTACHMENT F1

BID FORM
West Aviation Services – San Diego dba Sierra Aviation group (Contractor) to provide baggage relocation and wayfinding services. Contractor proposes and agrees to furnish all labor, equipment, materials, supervision, and service necessary to complete said Work. The City of Palm Springs will not accept any additional charges, fees, etc. that are not already included or incorporated in the below costs.

The regular rate shall apply when a Contractor employee works up to eight (8) hours per day. Any work performed in excess of eight (8) hours in a single day shall be billed at the applicable overtime rate.
*Please note: The contract value will be set at the City budget amount.

Certified by: HEBA ABULAZM
Firm Name: WEST AVIATION SERVICES-SAN DIEGO dba SIERRA AVIATION GROUP
Signature of Authorized Person:

Printed Name: HEBA ABULAZM
Title: PRINCIPAL/CEO
Date:
$ DESCRIPTION UNIT

ESTIMATED

QUANTITY

UNIT PRICE SUBTOTAL
1 Baggage Relocation Services
Regular Rate
HR 40,000 $28.90 $1,156,000.00
2 Baggage Relocation Services
Overtime Rate
HR 100 $43.35 $4,335.00
3 Baggage Relocation Services
Holiday Rate
HR 1600 $43.35 $69,360.00
4 Wayfinding Services Regular Rate HR 4,900 $28.90 $141,610.00 5 Wayfinding Services Overtime Rate HR 50 $43.35 $2,167.50 6 Wayfinding Services Holiday Rate HR 100 $43.35 $4,335.00 7 Supervisor Regular Rate HR 3,400 $33.00 $112,200.00
8 Supervisor Overtime Rate HR 100 $49.50 $4,950.00
9 Supervisor Holiday HR 70 $49.50 $3,465.00

TOTAL $1,498,422.50
4/27/2026

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(BB&K 2024)
EXHIBIT “B”

HOLIDAY SCHEDULE
Holiday rates will be based on the federal holiday schedule, with holiday rates applying from 12:00 a.m. to 11:59 p.m. on each of the following dates:
• New Year’s Day (January 1)
• Martin Luther King, Jr. Day (Third Monday in January) • Presidents Day (Third Monday in February)
• Memorial Day (Last Monday in May)
• Juneteenth (June 19)
• Independence Day (July 4)
• Labor Day (First Monday in September)
• Indigenous People’s Day (Second Monday in October)
• Veterans Day (November 11)
• Thanksgiving Day (Fourth Thursday in November)
• Christmas Day (December 25)

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ATTACHMENT B

PUBLIC INTEGRITY BUSINESS DISCLOSURE

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Docusign Envelope ID: 6A6E05F0-AD84-40E9-BE2F-6FBE294B6538

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity
West Aviation Group dba Sierra Aviation Group inc

2. Address of Entity (Principal Place of Business)
9229 Archibald Ave Rancho Cucamonga CA 91730

3. Local or California Address (if different than #2)
N/A

4. State where Entity is Registered with Secretary of State California
If other than California, is the Entity also registered in California?  Yes  No

5. Type of Entity
 XCorporation  Limited Liability Company  Partnership  Trust  Other (please specify) X

6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity
Heba Abulazm
________________________ X Officer  Director  Member  Manager X [name]  General Partner  Limited Partner
Other ___________________________
[email protected]
Emad Boules
_______________________________  Officer X Director  Member  Manager X
[name]  General Partner  Limited Partner
Director of finance
 Other __________________________
[email protected]
X
X
X
Docusign Envelope ID: E569B4D2-1CDD-4B5C-898E-F879B97DF2AE X
X
X

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________________________________  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
 Other __________________________
Docusign Envelope ID: 6A6E05F0-AD84-40E9-BE2F-6FBE294B6538

7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity

EXAMPLE

JANE DOE
[name of owner/investor]
50%, ABC COMPANY, Inc.
[percentage of beneficial interest in entity
and name of entity]
A.
[name of owner/investor]
[percentage of beneficial interest in entity
and name of entity]
B.
[name of owner/investor]
[percentage of beneficial interest in entity
and name of entity]
C.
[name of owner/investor]
[percentage of beneficial interest in entity
and name of entity]
D.
[name of owner/investor]
[percentage of beneficial interest in entity
and name of entity]
E.
[name of owner/investor]
[percentage of beneficial interest in entity
and name of entity]

I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.

Docusign Envelope ID: E569B4D2-1CDD-4B5C-898E-F879B97DF2AE Heba Abulazm
100%

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Signature of Disclosing Party, Printed Name,
Title
CEO/President
Heba Abulazm
Date
3/12/2026
Docusign Envelope ID: 6A6E05F0-AD84-40E9-BE2F-6FBE294B6538 City of Palm Springs, CA.

Business Disclosure Supplementary Instructions
In an effort to ensure we capture the required business entity information in accordance with the attached instructions, we provide you these supplementary instructions to clearly identify the required information, and the format the information should be provided.

If you, as the applicant, are a business entity (i.e. a corporation or limited liability company), and it is also comprised of other business entities as its members or having a financial interest, all other such business entities must also be disclosed, including those entities other business entities, if any.

Ultimately, the City’s disclosure document (attached) requires a listing identifying all natural persons having any financial interest over 5% of the business entities (and any other business entities comprising your business entity).

As an example, Applicant is: Acme Brothers, Inc., a California corporation, whose officers are:

John Doe, Jill Doe, and Jay Doe, which is owned 50% by Acme Brothers, LLC, a California limited liability company, and John Doe (25% interest) and Jill Doe (25% interest). Acme Brothers, LLC, is managed by Acme Brothers 2, Inc., a California corporation, whose officers are: George Doe, Bill Doe, and Jane Doe, which is owned 100% by Acme Brothers 2, LLC, a California limited liability company, which is managed by George Doe, with George Doe and Jane Doe having 50% interest each.

The full business entity disclosure in this example would resemble the following:

1. Acme Brothers, Inc., a California corporation
a. Officers: John Doe, Jill Doe, and Jay Doe
b. Ownership:
i. 50% Acme Brothers, LLC, a California limited liability company ii. 25% John Doe
iii. 25% Jill Doe

2. Acme Brothers, LLC, a California limited liability company a. Managers: Acme Brothers 2, Inc., a California corporation b. Ownership: 100% Acme Brothers 2, Inc., a California corporation

3. Acme Brothers 2, Inc., a California corporation
a. Officers: George Doe, Bill Doe, and Jane Doe
b. Ownership: 100% Acme Brothers 2, LLC, a California limited liability company Docusign Envelope ID: E569B4D2-1CDD-4B5C-898E-F879B97DF2AE

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4. Acme Brothers 2, LLC, a California limited liability company a. Managers: George Doe
b. Ownership:
i. 50%
Docusign Envelope ID: E569B4D2-1CDD-4B5C-898E-F879B97DF2AE

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ATTACHMENT C
AGREEMENT NO. 23B079

WITH WEST AVIATION SERVICES - SAN

DIEGO DBA SIERRA AVIATION GROUP

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Revised 2.8.23 Page 1 of 69
CONTRACT SERVICES AGREEMENT 23B079

BAGGAGE RELOCATION AND WAYFINDING SERVICES
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on June 1, 2023, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and WEST AVIATION SERVICES – SAN DIEGO dba Sierra Aviation Group, a California corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”.

RECITALS
A. City requires the services of a licensed and qualified contractor to provide the City with baggage relocation and wayfinding services at the Palm Springs International Airport (PSP), (“Project”).

B. Contractor has submitted to City a proposal to provide baggage relocation and wayfinding services at the Palm Springs International Airport (PSP), to City under the terms of this Agreement.

C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project.

D. City desires to retain the services of Contractor for the Project.

NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

AGREEMENT

1. CONTRACTOR SERVICES

1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern.

1.2 Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.

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1.3 Licenses and Permits. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the Services required by this Agreement.

1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement.

2. TIME FOR COMPLETION
The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit “A.” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non-performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party responsible for the delay.

3. COMPENSATION OF CONTRACTOR

3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $2,000,000.00.

3.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City’s finance director. Payments shall be based on the hourly rates set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice.

3.3 Changes. In the event any change or changes in the Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:

A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.

3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City.

4. PERFORMANCE SCHEDULE
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4.1 Time of Essence. Time is of the essence in the performance of this Agreement.

4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit “A.” Any time period extension must be approved in writing by the Contract Officer.

4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three years, commencing on issuance of Notice to Proceed, unless extended by mutual written agreement of the Parties. In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for two (2) additional one (1) year terms.

4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action.

Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City.

DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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5. COORDINATION OF WORK

5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: James Mog (name), President (title). It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer.

5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.

5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City.

5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contractor shall not have any authority to bind City in any manner.

5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor.

Name: Title:

James Mog President

5.6 California Labor Code Requirements.

A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements.

6. INSURANCE
Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference.

7. INDEMNIFICATION.

7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.

7.2 Design Professional Services Indemnification and Reimbursement. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.

8. RECORDS AND REPORTS

8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require.

8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records.

8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents.

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8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer.

8.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder.

9. ENFORCEMENT OF AGREEMENT

9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California.

Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.

9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties.

Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs.

9.3 Waiver. No delay or omission in the exercise of any right or remedy of a nondefaulting Party on any default shall impair such right or remedy or be construed as a waiver.

No consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement.

9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

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9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement.

9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding.

10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement.

10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement.

10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to nondiscrimination in city contracting.

11. MISCELLANEOUS PROVISIONS

11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing.

To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Contractor: West Aviation Services-San Diego dba
Sierra Aviation Group
Attention: James Mog
9247 Archibald Avenue
Rancho Cucamonga, CA 91730

11.2 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement.

11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties.

11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties.

11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees.

11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement.

11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same.

11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement.

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11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

12. COMPLIANCE WITH ECONOMIC SANCTIONS IN RESPONSE TO RUSSIA’S

ACTIONS IN UKRAINEL
When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section.

13. FEDERAL PROVISIONS
Since funding for the Services is provided, in whole or in part, by the Federal Aviation Administration, Supplier shall also fully and adequately comply with the provisions included in Exhibit “D” attached hereto and incorporated herein by reference (“Federal Provisions”). With respect to any conflict between such Federal Provisions and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control. [SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND WEST AVIATION SERVICES – SAN DIEGO
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

By: _______________________________________ By: _________________________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _____________ Item No. ______
APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:

By: _______________________________ Date:

City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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5/16/2023
05/11/2023 1:O

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EXHIBIT “A”

SCOPE OF SERVICES/WORK
Including,
Schedule of Fees
And
Schedule of Performance
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1.1 Background:

The Palm Springs International Airport requires assistance with the manual relocation of passenger luggage from ticketing/curbside baggage check-in to the EDS screening room, from the queuing area in the EDS screening room onto the feed belts for the EDS machines, and from the output of the EDS machines to the Luggage Carousels during specific peak hours. Generally, peak hours are from 0900 to 1400 daily, though this can vary depending upon flight schedules and during non-standard operations. The Airport also requires additional staff for assistance with passenger assistance and monitoring of secure access points.

1.2 Scope:

A. Contractor shall furnish labor to perform baggage relocation services (Work) on an as-requested basis at the Palm Springs International Airport (PSP)..

B. Baggage Relocation Services:
a. Contractor will provide bag relocation from ticketing to baggage screening or other designated location.
b. Contractor will load bags onto conveyors for the baggage screening process.
c. Contractor will move un-foreseen luggage as requested by airport operations.
d. Contractor must have the ability to repeatedly lift 50 pounds.

C. Wayfinding / Baggage Claim Assistance:
a. Contractor will provide wayfinding for passengers.
b. Contractor will provide passenger decongestion assistance. c. Contractor will provide secure access point monitoring services.

1.3 Adjustment of Services:

The City reserves the right to reduce or increase, or otherwise adjust the scope of services.

1.4 Pricing:

1. The pricing included in this Contract shall be firm for the first year.

2. The unit prices may be adjusted (decreased or increased) once a year to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureaus of Labor Statistics for the RiversideSan Bernardino-Ontario Areas.

3. The City will only pay for the items listed on the bid form. Contractor must incorporate all of its costs in its unit bid prices, including but not limited to labor, supervision, project management, overhead, profit, travel, mileage, truck charges, fuel charges, service call charges, parking delivery, portal-to portal charges, environmental fees, shop supplies and consumable incidental materials. The City will not pay for subcontractors, rental of equipment/tools, and purchase of materials/supplies unless the City authorized payment of the applicable items.

1.5 Payment:

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The resulting contract for these services is an on-call as needed contract. No specific amount of work is guaranteed. The contract value is an estimated value only. All work authorized under the contract will be compensated on a time and material basis as outlined in the Invoicing Section.

1.6 Invoicing:

Contractor will submit an itemized invoice monthly. Billings must reference a purchase order number and shall indicate the unit (contract) price. Contractor will be paid for the actual hours worked at the rates shown in the contract. Parts, materials, equipment, and subcontractor costs will be compensated at actual cost with receipts required with allowable markup as outline in the contract. Contractor shall break out the line items on the invoice in accordance with the line items on the bid form. Contractor must provide back-up documentation for materials, subcontractor, rented equipment, permits, disposal and recycling fees. Invoices that are submitted with incorrect prices may be returned for correction before any payments to the contractor are authorized. It shall be the contractor’s responsibility to submit a correct invoice. The City shall not be responsible for payment until a correct invoice is received. The invoice shall be accompanied by receipts, dated, and signed by a City Employee, verifying the work was done. Invoices and receipts will be submitted to the Contract Officer for approval.

1.7 Special Security Requirements – Palm Springs International Airport:

1. AIRPORT SECURED ACCESS TO WORK AREAS:
a. Criminal history Records Check (CHRC) and TSA Security Threat Assessment (STA) – The Contractor will be required to submit the City, prior to the commencement of services, an Authorized Signatory Authority Letter authorizing specific Contractor representatives to approve the issuance of Airport Identification badges and the processing of a fingerprint CHRC and STAs. Electronic links to this letter and the Fingerprint/Badge application can be found on the Airport’s website at http://www.palm-springs.ca.gov b. Under certain circumstances, and out of the control of the City, security measures may change on short notice. No deviations from any security measure shall be allowed at any time.
c. Restricted Area Access – All Contractor personnel who require unescorted access to the restricted areas of the Airport, prior to the issuance of an Airport Identification Badge, must successfully complete a fingerprint based CHRC and Security Threat Assessment (STA). In accordance with CFR 49 1542.209, the CHRC must disclose that the applicant has not been convicted, or found not guilty by reason of insanity, of any of the disqualifying crimes listed below or as stated in 49 CFR 1542.209, during the 10 years before the date of the individual’s application for unescorted access authority, or while the individual has unescorted access authority. The disqualifying criminal offenses are as follows:
1) Forgery of certificates, false making of aircraft, and other registration violations; 49 U.S.C. 46306.
2) Interference with air navigation; 49 U.S.C. 46308.
3) Improper transportation of a hazardous material; 49 U.S.C. 46312. 4) Aircraft piracy; 49 U.S.C. 46502.

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5) Interference with flight crew members or flight attendants; 49 U.S.C. 46504.
6) Commission of certain crimes aboard aircraft in flight; 46506. 7) Carrying a weapon or explosive aboard aircraft; 49 U.S.C. 46506. 8) Conveying false information and threats; 49 U.S.C. 46507. 9) Aircraft piracy outside the special aircraft jurisdiction of the United States; 49 U.S.C. 46502(b).
10) Lighting violations involving transporting controlled substances; 49 U.S.C. 46315.
11) Unlawful entry into an aircraft or airport area that serves air carriers or foreign air carriers contrary to established security requirements; 49 U.S.C. 46314.
12) Destruction of an aircraft or aircraft facility; 18 U.S.C. 32. 13) Murder.
14) Assault with intent to murder.
15) Espionage.
16) Sedition.
17) Kidnapping or hostage taking.
18) Treason.
19) Rape or aggravated sexual abuse.
20) Unlawful possession, use, sale, distribution, or manufacture of an explosive or weapon.
21) Extortion.
22) Armed or felony unarmed robbery.
23) Distribution of, or intent to distribute, a controlled substance. 24) Felony arson.
25) Felony involving a threat.
26) Felony involving:
i) Willful destruction of property;
ii) Importation or manufacture of a controlled substance; iii) Burglary;
iv) Theft;
v) Dishonesty, fraud, or misrepresentation;
vi) Possession or distribution of stolen property;
vii) Aggravated assault;
viii) Bribery; or
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ix) Illegal possession of a controlled substance punishable by a maximum term of imprisonment of more than 1 year.
27) Violence at international airports; 18 U.S.C. 37.
28) Conspiracy or attempt to commit any of the criminal acts listed.

2. Employee Security Badges – All Employees, Agents, Vendors, Invitees, Etc. of the Contractor, or Subcontractors requiring access to the work site shall, in accordance with the PSP Airport Security Plan, be required to display airport issued identification or be under the escort by properly badged personnel.

Supervisors shall be badged with a Palm Springs International Airport Photo Badge. These badges will be identified numerically and issued to individual employees with a permanent record maintained on each individual to whom a badge is issued. At the completion of the contract, all badges will be returned to airport, or a charge of $60 per badge (subject to change) will be assessed for all badges not returned. As part of the badge application process, each applicant will be fingerprinted for use in an FBI Criminal Records search. Any person whose criminal record reveals offenses listed by the FAA as disqualifying offenses will be denied a badge and will be prohibited from unescorted access to the project site.

All required paperwork and ID badge applications shall be submitted a minimum of two weeks before issuance of any badge. The Contractor and its staff are responsible for attending SIDA training and completing security badge application.

Attendance of the video-based class and issuance of the badge may take in excess of 3 hours. There will be a $50 charge (subject to change) for the FBI background check and fingerprinting process, and a $50 charge (subject to change) for the badge for a total of $100.00.

3. Violations – All violations of Airport security are also violations of the City of Palm Springs Municipal Title 16, California Vehicle code and/or the Code of Federal Regulations. Any such violation may result in arrest, the issuance of a citation and/or the immediate revocation of access privileges.

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EXHIBIT “B”

INSURANCE PROVISIONS
Including
Verification of Coverage,
Sufficiency of Insurers,
Errors and Omissions Coverage,
Minimum Scope of Insurance,
Deductibles and Self-Insured Retentions, and
Severability of Interests (Separation of Insureds)
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INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement.

Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement.

Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers.

2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows:

1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate;

2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence;

3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
___X____ is not required;

4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.

4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy.

5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City.

6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.

Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:

A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

B. "This insurance is primary and non-contributory over any insurance or selfinsurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

C. "Should any of the above-described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

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D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.

In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies.

All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter.

Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.

7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions.

8. Severability of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability.

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Exhibit C
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.

Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.

The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor.

This certification is made under the laws of the State of California.

Signature:

Printed Name:

Title:

Firm Name:

Date:

DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F James Mog
5/15/2023

JAMES MOG
President

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Exhibit D

FEDERAL AVIATION ADMINISTRATION

FEDERAL PROVISIONS
Provision
Reference Provision Description
Page
No.

FAA - 01 Access to Records and Reports 2
FAA - 02 Affirmative Action Requirement * 3
FAA – 03 Breach of Contract Terms 5
FAA – 04 Buy American Preference * 6
FAA – 05 Civil Rights General 7
FAA – 06 Civil Rights – Title VI Assurances * 8
FAA – 07 Clean Air and Water Pollution Control 11
FAA – 08 Contract Work Hours and Safety Standards Act Requirements 12 FAA – 09 Copeland Anti-Kickback Act 14
FAA – 10 Davis Bacon Requirements 15
FAA – 11 Debarment and Suspension * 22
FAA – 12 Disadvantaged Business Enterprise * 23
FAA – 13 Distracted Driving 25
FAA – 14 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment
26 FAA – 15 Drug Free Workplace Requirements (not applicable to Contractors)
27 FAA – 16 Equal Employment Opportunity 28
FAA – 17 Federal Fair Labor Standards Act * 36
FAA – 18 Lobbying and Influencing Federal Employees 37
FAA – 19 Prohibition of Segregated Facilities 38
FAA – 20 Occupational Safety and Health Act of 1970 39
FAA – 21 Procurement of Recovered Materials * 40
FAA – 22 Right to Inventions 41
FAA – 23 Seismic Safety 42
FAA – 24 Tax Delinquency and Felony Convictions* 43
FAA – 25 Termination of Contract 44
FAA – 26 Trade Restriction Certification (Foreign) * 45 FAA – 27 Veteran’s Preference 47
FAA – 28 Domestic Preferences for Procurements * 48
*Solicitation Clause also
Updated 2.8.2023
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FAA - 01 Access to Records and Reports
APPLICABILITY – pertains to all contracts.

The Contractor must maintain an acceptable cost accounting system. The Contractor agrees to provide the City, the Federal Aviation Administration and the Comptroller General of the United States or any of their duly authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to the specific contract for the purpose of making audit, examination, excerpts and transcriptions. The Contractor agrees to maintain all books, records and reports required under this contract for a period of not less than three years after final payment is made and all pending matters are closed.

Reference: 2 CFR § 200.334, 2 CFR § 200.337, FAA Order 5100.38 DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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FAA - 02 Affirmative Action Requirement

NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO

ENSURE EQUAL EMPLOYMENT OPPORTUNITY
APPLICABILITY – pertains to all contracts over $10,000 as follows:

Construction – AIP funded construction work contracts and subcontracts that exceed $10,000.

Construction work means construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection and other onsite functions incidental to the actual construction.

Equipment – any equipment project exceeding $10,000 that involves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at a manufacturer’s plant (e.g., firefighting and snow removal vehicles).

Professional Services – any professional service agreement if the professional services agreement includes tasks that meet the definition of construction work [as defined by the U.S.

Department of Labor (DOL)] and exceeds $10,000. Examples include installation of monitoring systems (e.g., noise, environmental, etc.).

Property/Land – any agreement associated with land acquisition if the agreement includes construction work (defined above) that exceeds $10,000. Examples include demolition of structures or installation of boundary fencing.

REQUIREMENTS -

1. The Contractor’s attention is called to the “Equal Opportunity Clause” and the “Standard Federal Equal Employment Opportunity Construction Contract Specifications” set forth herein.

2. The goals and timetables for minority and female participation, expressed in percentage terms for the Contractor’s aggregate workforce in each trade on all construction work in the covered area, are as follows:

Timetables
Goals for minority participation for each trade: [the City must insert established goal] Goals for female participation in each trade: 6.9%
These goals are applicable to all of the Contractor’s construction work (whether or not it is Federal or federally assisted) performed in the covered area. If the Contractor performs construction work in a geographical area located outside of the covered area, it shall apply the goals established for such geographical area where the work is actually performed. With regard to this second area, the Contractor also is subject to the goals for both its federally involved and nonfederally involved construction.

The Contractor’s compliance with the Executive Order and the regulations in 41 CFR Part 60-4 shall be based on its implementation of the Equal Opportunity Clause, specific affirmative action obligations required by the specifications set forth in 41 CFR 60-4.3(a) and its efforts to meet the goals. The hours of minority and female employment and training must be DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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substantially uniform throughout the length of the contract, and in each trade, and the Contractor shall make a good faith effort to employ minorities and women evenly on each of its projects. The transfer of minority or female employees or trainees from Contractor to Contractor or from project to project for the sole purpose of meeting the Contractor’s goals shall be a violation of the contract, the Executive Order and the regulations in 41 CFR Part 60-

4. Compliance with the goals will be measured against the total work hours performed.

3. The Contractor shall provide written notification to the Director of the Office of Federal Contract Compliance Programs (OFCCP) within 10 working days of award of any construction subcontract in excess of $10,000 at any tier for construction work under the contract resulting from this solicitation. The notification shall list the name, address, and telephone number of the subcontractor; employer identification number of the subcontractor; estimated dollar amount of the subcontract; estimated starting and completion dates of the subcontract; and the geographical area in which the subcontract is to be performed.

4. As used in this notice and in the contract resulting from this solicitation, the “covered area” is California, Riverside County, Palm Springs.

Reference: 41 CFR Part 60-4
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FAA – 03 Breach of Contract
APPLICABILITY – required for all contracts that exceed the simplified acquisition threshold as stated in 2 CFR Part 200, Appendix II (A). This threshold is occasionally adjusted for inflation and is $250,000.

REQUIREMENT -
See Section 4.5 of the Agreement.

Reference: 2 CFR § 200 Appendix II(A)
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FAA – 04 Buy American Preferences
APPLICABILITY – required for contracts defined as follows:
• Construction Projects involving the replacement, rehabilitation, reconstruction of airfield surfaces such as on runways, taxiways, taxilanes, aprons, roadways, parking lots, etc. – Insert the Certificate of compliance to FAA Buy American Preference based on Construction Projects.
• Equipment and Buildings Projects involving and including the acquisition of equipment such as snow removal equipment, navigational aids, wind cones, and the construction of buildings such as hangars, terminal development, lighting vaults, aircraft rescue & firefighting buildings, etc. - Insert the Certificate of Compliance with FAA Buy American Preference Based on Equipment/Building Projects.

REQUIREMENT -
The Contractor certifies that all constructions materials, defined to mean an article, material, or supply other than an item of primarily iron or steel; a manufactured product; cement and cementitious materials; aggregates such as stone, sand, or gravel; or aggregate binding agents or additives that are or consist primarily of: non-ferrous metals; plastic and polymer-based products (including polyvinylchloride, composite building materials, and polymers used in fiber optic cables); glass (including optic glass); lumber; or drywall used in the project are manufactured in the U.S.

Reference: Title 49 USC § 50101
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FAA – 05 Civil Rights General
APPLICABILITY – required for all contracts regardless of funding source.

REQUIREMENT -
In all its activities within the scope of its airport program, the Contractor agrees to comply with pertinent statutes, Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance. The above provision binds the Contractor and subcontractors from the bid solicitation period through the completion of the contract.

This provision is in addition to that required by Title VI of the Civil Rights Act of 1964.

Reference: 49 USC § 47123
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FAA – 06 Civil Rights – Title VI Assurances
APPLICABILITY – required for all contracts.

REQUIREMENT -
Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to:
• Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); • 49 CFR part 21 (Non-discrimination in Federally-Assisted programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964); • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 USC § 4601) (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); • Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.), as amended (prohibits discrimination on the basis of disability); and 49 CFR part 27 (Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance); • The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982 (49 USC § 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987 (PL 100-259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act of 1990 (42 USC § 12101, et seq) (prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38; • The Federal Aviation Administration’s Nondiscrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations (ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations); DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs [70 Fed. Reg. 74087 (2005)];
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC § 1681, et seq).

Compliance with Nondiscrimination Requirements:

During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”), agrees as follows:

1. Compliance with Regulations: The Contractor (hereinafter includes consultants) will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.

2. Nondiscrimination: The Contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR part 21.

3. Solicitations for Subcontracts, including Procurements of Materials and Equipment:

In all solicitations, either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the Contractor’s obligations under this contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin.

4. Information and Reports: The Contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the City or the Federal Aviation Administration to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish the information, the Contractor will so certify to the City or the Federal Aviation Administration, as appropriate, and will set forth what efforts it has made to obtain the information.

5. Sanctions for Noncompliance: In the event of a Contractor’s noncompliance with the non-discrimination provisions of this contract, the City will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate, including, but not limited to:

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a. Withholding payments to the Contractor under the contract until the Contractor complies; and/or
b. Cancelling, terminating, or suspending a contract, in whole or in part.

6. Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations, and directives issued pursuant thereto. The Contractor will take action with respect to any subcontract or procurement as the City or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the Contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the Contractor may request the United States to enter into the litigation to protect the interests of the United States.

Reference: 49 USC § 47123, FAA Order 1400.11
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FAA – 07 Clean Air/Water Pollution Control
APPLICABILITY – This provision is required for all contracts and lower tier contracts that exceed $150,000.

REQUIREMENT -
If the Agreement exceeds $150,000, Contractor agrees to comply with all applicable standards, orders, and regulations issued pursuant to the Clean Air Act (42 USC § 7401-7671q) and the Federal Water Pollution Control Act as amended (33 USC § 1251-1387). The Contractor agrees to report any violation to the City immediately upon discovery. The City assumes responsibility for notifying the Environmental Protection Agency (EPA) and the Federal Aviation Administration.

Contractor must include this requirement in all subcontracts that exceeds $150,000.

Reference: 2 CFR § 200, Appendix II(G); 42 USC § 7401; 33 USC § 1251 DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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FAA – 08 Contract Work Hours and Safety Standards
APPLICABILITY – This provision is required for contracts as follows:

Contract Work Hours and Safety Standards Act Requirements (CWHSSA) (40 USC §§ 3702 & 3704) requires contractors and subcontractors on covered contracts to pay laborers and mechanics employed in the performance of the contracts not less than one and one-half times their basic rate of pay for all hours worked over 40 in a workweek.

CWHSSA prohibits unsanitary, hazardous, or dangerous working conditions on federallyassisted projects. The Wage and Hour Division (WHD) within the U.S. Department of Labor (DOL) enforces the compensation requirements of this Act, while DOL’s Occupational Safety and Health Administration (OSHA) enforces the safety and health requirements.

Contract Types –
Construction – This provision applies to all contracts and lower tier contracts that exceed $100,000, and employ laborers, mechanics, watchmen, and guards.

Equipment – This provision applies to any equipment project exceeding $100,000 that involves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at the vendor plant (e.g., ARFF and SRE vehicles).

Professional Services – This provision applies to professional service agreements that exceed $100,000 and employs laborers, mechanics, watchmen, and guards. This includes members of survey crews and exploratory drilling operations.

Property – While most land transactions do not involve employment of laborers, mechanics, watchmen, and guards, under certain circumstances, a property acquisition project could require such employment. Examples include the installation of property fencing or testing for environmental contamination

CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS

1. Overtime Requirements.

No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic, including watchmen and guards, in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.

2. Violation; Liability for Unpaid Wages; Liquidated Damages.

In the event of any violation of the clause set forth in paragraph (1) of this clause, the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this clause, in the sum of $29 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this clause.

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3. Withholding for Unpaid Wages and Liquidated Damages.

The Federal Aviation Administration (FAA) or the City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same prime Contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime Contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this clause.

4. Subcontractors.

The Contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (1) through (4) and also a clause requiring the subcontractor to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1) through (4) of this clause.

Reference: 2 CFR Part 200, Appendix II(E); 2 CFR § 5.5(b); 40 USC § 3702; 40 USC § 3704
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FAA – 09 Copeland Anti-Kickback

APPLICABILITY -
The Copeland (Anti-Kickback) Act (18 USC § 874 and 40 USC § 3145) makes it unlawful to induce by force, intimidation, threat of dismissal from employment, or by any other manner, any person employed in the construction or repair of public buildings or public works, financed in whole or in part by the United States, to give up any part of the compensation to which that person is entitled under a contract of employment. The Copeland Act also requires each contractor and subcontractor to furnish weekly a statement of compliance with respect to the wages paid each employee during the preceding week.

Contract Types –
Construction – This provision applies to all construction contracts and subcontracts financed under the AIP that exceed $2,000.

Equipment – This provision applies to all equipment installation projects (e.g., electrical vault improvements) financed under the AIP that exceed $2,000. This provision does not apply to equipment acquisitions where the equipment is manufactured at the vendor’s plant (e.g., SRE and ARFF vehicles).

Professional Services –The emergence of different project delivery methods has created situations where Professional Service Agreements (PSAs) include tasks that meet the definition of construction, alteration, or repair as defined in 29 CFR Part 5. If such tasks result in work that qualifies as construction, alteration, or repair and it exceeds $2,000, the PSA must incorporate the Copeland Anti-kickback provision.

Property –Ordinarily, land acquisition projects would not involve employment of laborers or mechanics and thus the Copeland Anti-Kickback provision would not apply. However, land projects that involve installation of boundary fencing and demolition of structures would involve laborers and mechanics. The City must include this provision if the land acquisition project involves employment of laborers or mechanics for a contract exceeding $2,000.

REQUIREMENT -
Contractor must comply with the requirements of the Copeland “Anti-Kickback” Act (18 USC 874 and 40 USC 3145), as supplemented by Department of Labor regulation 29 CFR part 3. Contractor and subcontractors are prohibited from inducing, by any means, any person employed on the project to give up any part of the compensation to which the employee is entitled. The Contractor and each Subcontractor must submit to the City, a weekly statement on the wages paid to each employee performing on covered work during the prior week. City must report any violations of the Act to the Federal Aviation Administration.

Reference: 2 CFR Part 200, Appendix II(D); 29 CFR Parts 3 and 5 DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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FAA – 10 Davis Bacon Requirements

APPLICABILITY -
The Davis-Bacon Act (40 USC §§ 3141-3144, 3146, and 3147) ensures that laborers and mechanics employed under the contract receive pay no less than the locally prevailing wages and fringe benefits as determined by the Department of Labor.

Contract Types –
Construction –all construction contracts and subcontracts that exceed $2,000 and include funding from the AIP.

Equipment – This provision applies to all equipment installation projects (e.g., electrical vault improvements) financed under the AIP that exceed $ 2,000. This provision does not apply to equipment acquisitions where the equipment is manufactured at the vendor’s plant (e.g., SRE and ARFF vehicles)
Professional Services – The emergence of different project delivery methods has created situations where Professional Service Agreements (PSAs) includes tasks that meet the definition of construction, alteration, or repair as defined in 29 CFR Part 5. If such tasks result in work that qualifies as construction, alteration, or repair and it exceeds $2,000, the PSA must incorporate this clause.

Property – Ordinarily, land acquisition projects would not involve employment of laborers or mechanics and thus the provision would not apply. However, land projects that involve installation of boundary fencing and demolition of structures would involve laborers and mechanics. The City must include this provision if the land acquisition project involves employment of laborers or mechanics for a contract exceeding $2,000.

Fencing Projects – Fencing projects that exceed $2,000 must include this provision.

DAVIS-BACON REQUIREMENTS

1. Minimum Wages.
(i) All laborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by the Secretary of Labor under the Copeland Act (29 CFR Part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalent thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics.

Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR § 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, that the employer’s payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under (1)(ii) of this section) and the Davis-Bacon poster (WH-1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can easily be seen by the workers.
(ii)(A) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage determination;
(2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (B) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary. (C) In the event the Contractor, the laborers, or mechanics to be employed in the classification, or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(D) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii) (B) or (C) of this paragraph, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(iv) If the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.

2. Withholding. The Federal Aviation Administration or the CIty shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the Contractor under this contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to Davis-Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the Federal Aviation Administration may, after written notice to the Contractor, City, Applicant, or Owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased.

3. Payrolls and Basic Records.
(i) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker; his or her correct classification; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 1(b)(2)(B) of the Davis-Bacon Act); daily and weekly number of hours worked; deductions made; and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the Contractor shall maintain records that show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual costs incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii)(A) The Contractor shall submit weekly for each week in which any contract work is performed a copy of all payrolls to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit the payrolls to the applicant, the City, or Owner, as the case may be, for transmission to the Federal Aviation DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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Administration. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR § 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee’s social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker and shall provide them upon request to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit them to the applicant, the City, or Owner, as the case may be, for transmission to the Federal Aviation Administration, the Contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the sponsoring government agency (or the applicant, City, or Owner).
(B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information required to be provided under 29 CFR § 5.5(a)(3)(ii), the appropriate information is being maintained under 29 CFR § 5.5 (a)(3)(i), and that such information is correct and complete; (2) That each laborer and mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR Part 3;
(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph (3)(ii)(B) of this section. (D) The falsification of any of the above certifications may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United States Code.
(iii) The Contractor or subcontractor shall make the records required under paragraph (3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the City, the Federal Aviation Administration, or the Department of Labor and shall permit such representatives to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit the required records or to make them available, the Federal agency DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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may, after written notice to the Contractor, the City, applicant, or Owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR § 5.12.

4. Apprentices and Trainees.
(i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman’s hourly rate) specified in the Contractor’s or subcontractor’s registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice’s level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination.

Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (ii) Trainees. Except as provided in 29 CFR § 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination that provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (iii) Equal Employment Opportunity. The utilization of apprentices, trainees, and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30.

5. Compliance with Copeland Act Requirements.

The Contractor shall comply with the requirements of 29 CFR Part 3, which are incorporated by reference in this contract.

6. Subcontracts.

The Contractor or subcontractor shall insert in any subcontracts the clauses contained in 29 CFR §§ 5.5(a)(1) through (10) and such other clauses as the Federal Aviation Administration may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR § 5.5.

7. Contract Termination: Debarment.

A breach of the contract clauses in paragraph 1 through 10 of this section may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR § 5.12.

8. Compliance with Davis-Bacon and Related Act Requirements.

All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract.

9. Disputes Concerning Labor Standards.

Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR Parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the Contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives.

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10. Certification of Eligibility.
(i) By entering into this contract, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor’s firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR §

5.12(a)(1).
(ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR § 5.12(a)(1). (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 USC § 1001.

Reference: 2 CFR Part 200, Appendix II(D); 29 CFR Part 5; 49 USC § 47112(b); 40 USC §§ 3141-3144, 3146, and 3147
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FAA – 11 Debarment and Suspension
APPLICABILITY - This requirement applies to covered transactions, which are defined in 2 CFR part 180 (Subpart B). AIP funded contracts are non-procurement transactions, as defined by 2 CFR § 180.970. Covered transactions include any AIP-funded contract, regardless of tier, that is awarded by a contractor, subcontractor, supplier, consultant, or its agent or representative in any transaction, if the amount of the contract is expected to equal or exceed $25,000. This includes contracts associated with land acquisition projects.

REQUIREMENT -
A11.3.1 Bidder or Offeror Certification
By submitting a bid/proposal under the solicitation for this contract, the Contractor must have certified that neither it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction.

A11.3.2 Lower Tier Contract Certification

CERTIFICATION OF LOWER TIER CONTRACTORS REGARDING DEBARMENT The Contractor, by administering each lower tier subcontract that exceeds $25,000 as a “covered transaction”, must verify each lower tier participant of a “covered transaction” under the project is not presently debarred or otherwise disqualified from participation in this federally assisted project. The Contractor will accomplish this by:

1. Checking the System for Award Management at website: http://www.sam.gov.

2. Collecting a certification statement similar to the Certification of Offerer /Bidder Regarding Debarment, above.

3. Inserting a clause or condition in the covered transaction with the lower tier contract.

If the Federal Aviation Administration later determines that a lower tier participant failed to disclose to a higher tier participant that it was excluded or disqualified at the time it entered the covered transaction, the FAA may pursue any available remedies, including suspension and debarment of the non-compliant participant.

Reference: 2 CFR part 180 (Subpart B), 2 CFR part 200 Appendix II(H), 2 CFR Part 1200, DOT Order 4200.5; Executive Orders 12549 and 12689
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FAA – 12 Disadvantaged Business Enterprise
APPLICABILITY – all contracts with Airports that have a DBE program on file with the FAA.

Contract Assurance (§ 26.13) –
The Contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of Department of Transportation-assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the City deems appropriate, which may include, but is not limited to:
1) Withholding monthly progress payments;
2) Assessing sanctions;
3) Liquidated damages; and/or
4) Disqualifying the Contractor from future bidding as non-responsible.

Prompt Payment (§26.29) – The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than [10 days] days from the receipt of each payment the prime contractor receives from [the City]. The prime contractor agrees further to return retainage payments to each subcontractor within [30 days] days after the subcontractor’s work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the [City]. This clause applies to both DBE and non-DBE subcontractors.

Termination of DBE Subcontracts (49 CFR § 26.53(f)) –
The prime Contractor must not terminate a DBE subcontractor listed in response to the solicitation (or an approved substitute DBE firm) without prior written consent of the City. This includes, but is not limited to, instances in which the prime contractor seeks to perform work originally designated for a DBE subcontractor with its own forces or those of an affiliate, a nonDBE firm, or with another DBE firm.

The prime Contractor shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless the Contractor obtains written consent of the City.

Unless City consent is provided, the prime Contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE.

The City may provide such written consent only if the City agrees, for reasons stated in the concurrence document, that the prime Contractor has good cause to terminate the DBE firm.

For purposes of this paragraph, good cause includes the circumstances listed in 49 CFR §26.53.

Before transmitting to the City its request to terminate and/or substitute a DBE subcontractor, the prime Contractor must give notice in writing to the DBE subcontractor, with a copy to the City, of its intent to request to terminate and/or substitute, and the reason for the request.

The prime contractor must give the DBE five days to respond to the prime contractor's notice and advise the City and the Contractor of the reasons, if any, why it objects to the proposed DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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termination of its subcontract and why the City should not approve the prime Contractor's action. If required in a particular case as a matter of public necessity (e.g., safety), the City may provide a response period shorter than five days.

In addition to post-award terminations, the provisions of this section apply to preaward deletions of or substitutions for DBE firms put forward by offerors in negotiated procurements.

Reference: 49 CFR part 26
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FAA – 13 Distracted Driving
APPLICABILITY - contracts that exceed the micro-purchase threshold of 2 CFR § 200.320 (currently set at $10,000).

REQUIREMENT -

TEXTING WHEN DRIVING
In accordance with Executive Order 13513, “Federal Leadership on Reducing Text Messaging While Driving”, (10/1/2009) and DOT Order 3902.10, “Text Messaging While Driving”, (12/30/2009), the Federal Aviation Administration encourages recipients of Federal grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including policies to ban text messaging while driving when performing work related to a grant or subgrant.

In support of this initiative, the City encourages the Contractor to promote policies and initiatives for its employees and other work personnel that decrease crashes by distracted drivers, including policies that ban text messaging while driving motor vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all sub-tier contracts exceeding $10,000 that involve driving a motor vehicle in performance of work activities associated with the project.

Reference: Executive Order 13513, DOT Order 3902.10
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FAA – 14 Prohibition on Certain Telecommunications and Video Surveillance Services and Equipment
APPLICABILITY - all AIP funded contracts and lower-tier contracts.

REQUIREMENT -
Contractor and Subcontractor agree to comply with mandatory standards and policies relating to use and procurement of certain telecommunications and video surveillance services or equipment in compliance with the National Defense Authorization Act [Public Law 115-232 § 889(f)(1)].

Reference: 2 CFR § 200, Appendix II(K); 2 CFR § 200.216 DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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FAA – 15 Drug Free Workplace Requirements
APPLICABILITY - This provision applies to all AIP funded projects, but not to the contracts between the City and a contractor, subcontractors, suppliers, or subgrantees.

The Drug-Free Workplace Act of 1988 requires some Federal contractors and all Federal grantees to agree that they will provide drug-free workplaces as a condition of receiving a contract or grant from a Federal agency. The Act does not apply to contractors, subcontractors, or subgrantees, although the Federal grantees workplace may be where the contractors, subcontractors, or subgrantees are working.

Reference: 49 CFR part 32, Drug-Free Workplace Act of 1988 (41 U.S.C. 701 et seq., as amended)
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FAA – 16 Equal Employment Opportunity
APPLICABILITY – The purpose of this provision is to provide equal opportunity for all persons, without regard to race, color, religion, sex, or national origin who are employed or seeking employment with contractors performing under a federally-assisted construction contract. There are two provisions ― a construction clause and a specification clause.

The equal opportunity contract clause applies to any contract or subcontract when the amount exceeds $10,000. Once the equal opportunity clause is determined to be applicable, the contract or subcontract must include the clause for the remainder of the year, regardless of the amount or the contract.

Contract Types –
Construction – all construction contracts and subcontracts as required above.

Equipment – all equipment contracts as required above that involves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at the vendor plant (e.g., ARFF and SRE vehicles).

Professional Services – all professional service agreements as required above.

Property – all land acquisition projects that include work that qualifies as construction work as defined by 41 CFR part 60 as required above. An example is installation of boundary fencing.

REQUIREMENT -
A16.3.1 EEO Contract Clause
During the performance of this contract, the Contractor agrees as follows:
(1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin.

The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff, or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers’ representative of the Contractor’s commitments under this section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this contract or with any such rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The Contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the Contractor may request the United States to enter into such litigation to protect the interests of the United States.

A16.3.2 EEO Specification

STANDARD FEDERAL EQUAL EMPLOYMENT OPPORTUNITY

CONSTRUCTION CONTRACT SPECIFICATIONS
a. “Covered area” means the geographical area described in the solicitation from which this contract resulted;
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b. “Director” means Director, Office of Federal Contract Compliance Programs (OFCCP), U.S.

Department of Labor, or any person to whom the Director delegates authority; c. “Employer identification number” means the Federal social security number used on the Employer’s Quarterly Federal Tax Return, U.S. Treasury Department Form 941; d. “Minority” includes:
(1) Black (all persons having origins in any of the Black African racial groups not of Hispanic origin);
(2) Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish culture or origin, regardless of race);
(3) Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (4) American Indian or Alaskan native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and participation or community identification).

2. Whenever the Contractor, or any subcontractor at any tier, subcontracts a portion of the work involving any construction trade, it shall physically include in each subcontract in excess of $10,000 the provisions of these specifications and the Notice which contains the applicable goals for minority and female participation and which is set forth in the solicitations from which this contract resulted.

3. If the Contractor is participating (pursuant to 41 CFR part 60-4.5) in a Hometown Plan approved by the U.S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan for those trades which have unions participating in the Plan. Contractors must be able to demonstrate their participation in and compliance with the provisions of any such Hometown Plan. Each contractor or subcontractor participating in an approved plan is individually required to comply with its obligations under the EEO clause and to make a good faith effort to achieve each goal under the Plan in each trade in which it has employees. The overall good faith performance by other contractors or subcontractors toward a goal in an approved Plan does not excuse any covered contractor’s or subcontractor’s failure to take good faith efforts to achieve the Plan goals and timetables.

4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. Covered construction contractors performing construction work in a geographical areas where they do not have a Federal or federally assisted construction contract shall apply the minority and female goals established for the geographical area where the work is being performed. Goals are published periodically in the Federal Register in notice form, and such notices may be obtained from any Office of Federal Contract Compliance Programs office or from Federal procurement contracting officers.

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The Contractor is expected to make substantially uniform progress in meeting its goals in each craft during the period specified.

5. Neither the provisions of any collective bargaining agreement, nor the failure by a union with whom the Contractor has a collective bargaining agreement, to refer either minorities or women shall excuse the Contractor’s obligations under these specifications, Executive Order 11246, or the regulations promulgated pursuant thereto.

6. In order for the nonworking training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees must be employed by the Contractor during the training period, and the Contractor must have made a commitment to employ the apprentices and trainees at the completion of their training, subject to the availability of employment opportunities. Trainees must be trained pursuant to training programs approved by the U.S. Department of Labor.

7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor’s compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully, and shall implement affirmative action steps at least as extensive as the following:
a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at all sites, and in all facilities at which the Contractor’s employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Contractor shall specifically ensure that all foremen, superintendents, and other onsite supervisory personnel are aware of and carry out the Contractor’s obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities. b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or its unions have employment opportunities available, and maintain a record of the organizations’ responses. c. Maintain a current file of the names, addresses, and telephone numbers of each minority and female off-the-street applicant and minority or female referral from a union, a recruitment source, or community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefor, along with whatever additional actions the Contractor may have taken. d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or woman sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor’s efforts to meet its obligations.
e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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and apprenticeship and trainee programs relevant to the Contractor’s employment needs, especially those programs funded or approved by the Department of Labor.

The Contractor shall provide notice of these programs to the sources compiled under 7b above.
f. Disseminate the Contractor’s EEO policy by providing notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards accessible to all employees at each location where construction work is performed.
g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination, or other employment decisions including specific review of these items with onsite supervisory personnel such superintendents, general foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. h. Disseminate the Contractor’s EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor’s EEO policy with other contractors and subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female, and community organizations, to schools with minority and female students and to minority and female recruitment and training organizations serving the Contractor’s recruitment area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations such as the above, describing the openings, screening procedures, and tests to be used in the selection process.
j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer, and vacation employment to minority and female youth both on the site and in other areas of a contractor’s work force.
k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR part 60-3.
l. Conduct, at least annually, an inventory and evaluation at least of all minority and female personnel, for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. m. Ensure that seniority practices, job classifications, work assignments, and other personnel practices do not have a discriminatory effect by continually monitoring all DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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personnel and employment related activities to ensure that the EEO policy and the Contractor’s obligations under these specifications are being carried out. n. Ensure that all facilities and company activities are nonsegregated except that separate or single-user toilet and necessary changing facilities shall be provided to assure privacy between the sexes.
o. Document and maintain a record of all solicitations of offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations.
p. Conduct a review, at least annually, of all supervisor’s adherence to and performance under the Contractor’s EEO policies and affirmative action obligations.

8. Contractors are encouraged to participate in voluntary associations, which assist in fulfilling one or more of their affirmative action obligations (7a through 7p). The efforts of a contractor association, joint contractor-union, contractor-community, or other similar group of which the Contractor is a member and participant may be asserted as fulfilling any one or more of its obligations under 7a through 7p of these specifications provided that the Contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women in the industry, ensures that the concrete benefits of the program are reflected in the Contractor’s minority and female workforce participation, makes a good faith effort to meet its individual goals and timetables, and can provide access to documentation which demonstrates the effectiveness of actions taken on behalf of the Contractor. The obligation to comply, however, is the Contractor’s and failure of such a group to fulfill an obligation shall not be a defense for the Contractor’s noncompliance.

9. A single goal for minorities and a separate single goal for women have been established.

The Contractor, however, is required to provide equal employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non-minority. Consequently, the Contractor may be in violation of the Executive Order if a particular group is employed in a substantially disparate manner (for example, even though the Contractor has achieved its goals for women generally, the Contractor may be in violation of the Executive Order if a specific minority group of women is underutilized).

10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because of race, color, religion, sex, sexual orientation, gender identity, or national origin.

11. The Contractor shall not enter into any subcontract with any person or firm debarred from Government contracts pursuant to Executive Order 11246.

12. The Contractor shall carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination, and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance Programs. Any contractor who fails to carry out such sanctions and DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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penalties shall be in violation of these specifications and Executive Order 11246, as amended.

13. The Contractor, in fulfilling its obligations under these specifications, shall implement specific affirmative action steps, at least as extensive as those standards prescribed in paragraph 7 of these specifications, so as to achieve maximum results from its efforts to ensure equal employment opportunity. If the Contractor fails to comply with the requirements of the Executive Order, the implementing regulations, or these specifications, the Director shall proceed in accordance with 41 CFR part 60-4.8.

14. The Contractor shall designate a responsible official to monitor all employment related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government, and to keep records. Records shall at least include for each employee, the name, address, telephone numbers, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g., mechanic, apprentice, trainee, helper, or laborer), dates of changes in status, hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable form; however, to the degree that existing records satisfy this requirement, contractors shall not be required to maintain separate records.

15. Nothing herein provided shall be construed as a limitation upon the application of other laws which establish different standards of compliance or upon the application of requirements for the hiring of local or other area residents (e.g. those under the Public Works Employment Act of 1977 and the Community Development Block Grant Program).

Reference: 2 CFR 200, Appendix II(C), 41 CFR § 60-1.4, 41 CFR § 60-4.3, Executive Order 11246
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FAA – 17 Federal Fair Labor Standards Act
APPLICABILITY – Contract Types – Per the Department of Labor, all employees of certain enterprises having workers engaged in interstate commerce; producing goods for interstate commerce; or handling, selling, or otherwise working on goods or materials that have been moved in or produced for such commerce by any person are covered by the FLSA.

All consultants, sub-consultants, contractors, and subcontractors employed under this federally assisted project must comply with the FLSA.

Professional Services – 29 CFR § 213 exempts employees in a bona fide executive, administrative or professional capacity. Because professional firms employ individuals that are not covered by this exemption, the agreement with a professional services firm must include the FLSA provision.

REQUIREMENT -
The provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), are incorporated by reference with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part-time workers.

The Contractor has full responsibility to monitor compliance to the referenced statute or regulation. The Contractor must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.

Reference: 29 USC § 201, et seq; 2 CFR § 200.430
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FAA – 18 Lobbying and Influencing Federal Employees
APPLICABILITY- all contracts exceeding $100,000.

REQUIREMENT -
Consultants and contractors that apply or bid for an award of $100,000 or more must have certified that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or another award covered by 31 USC §1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award.

For an award over $100,00, the bidder or offeror certifies by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that:
• No Federal appropriated funds have been paid or will be paid, by or on behalf of the bidder or offeror, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. • If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.
• The undersigned shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

Reference: 31 USC § 1352 – Byrd Anti-Lobbying Amendment, 2 CFR part 200, Appendix II(I), 49 CFR part 20, Appendix A
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FAA – 19 Prohibition of Segregated Facilities
APPLICABILITY - The Contractor must comply with the requirements of the EEO clause by ensuring that facilities they provide for employees are free of segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin. This clause must be included in all contracts that include the equal opportunity clause, regardless of the amount of the contract.

Contract Types – any contract containing the Equal Employment Opportunity clause of 41 CFR § 60-1.4. This obligation flows down to subcontract and sub-tier purchase orders containing the Equal Employment Opportunity clause.

Construction – Construction work means construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways, or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction.

Equipment – On site installation of equipment such as airfield lighting control equipment meets the definition of construction and thus this provision would apply. This provision does not apply to equipment projects involving manufacture of the item at a vendor’s manufacturing plant. An example would be the manufacture of a SRE or ARFF vehicle.

Professional Services – Professional services that include tasks that qualify as construction work as defined by 41 CFR part 60-1. Examples include the installation of noise monitoring equipment.

Property/Land – Land acquisition contracts that include tasks that qualify as construction work as defined by 41 CFR part 60-1. Examples include demolition of structures or installation of boundary fencing.

REQUIREMENT -
(a) The Contractor agrees that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Contractor agrees that a breach of this clause is a violation of the Equal Employment Opportunity clause in this contract. (b) “Segregated facilities,” as used in this clause, means any waiting rooms, work areas, rest rooms and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin because of written or oral policies or employee custom. The term does not include separate or single-user rest rooms or necessary dressing or sleeping areas provided to assure privacy between the sexes. (c) The Contractor shall include this clause in every subcontract and purchase order that is subject to the Equal Employment Opportunity clause of this contract.

Reference: 2 CFR Part 200, Appendix II (C); 41 CFR Part 60-1 DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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FAA – 20 Occupational Safety and Health Act
APPLICABILITY – Contract Types – All contracts and subcontracts must comply with the Occupational Safety and Health Act of 1970 (OSH). The U.S. Department of Labor Occupational Safety and Health Administration (OSHA) oversees the workplace health and safety standards wage provisions from OSH.

REQUIREMENT -
All contracts and subcontracts that result from this solicitation incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. The employer must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The employer retains full responsibility to monitor its compliance and their subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (29 CFR Part 1910). The employer must address any claims or disputes that pertain to a referenced requirement directly with the U.S.

Department of Labor – Occupational Safety and Health Administration.

Reference: 29 CFR part 1910
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FAA – 21 Procurement of Recovered Materials
APPLICABILITY – Contract Types – This provision applies to any contracts that include procurement of products designated in subpart B of 40 CFR part 247 where the purchase price of the item exceeds $10,000 or the value of the quantity acquired by the preceding fiscal year exceeded $10,000.

Construction and Equipment – all construction and equipment projects.

Professional Services and Property – if the agreement includes procurement of a product that exceeds $10,000.

REQUIREMENT -
Contractor and subcontractor agree to comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and the regulatory provisions of 40 CFR Part 247. In the performance of this contract and to the extent practicable, the Contractor and subcontractors are to use products containing the highest percentage of recovered materials for items designated by the Environmental Protection Agency (EPA) under 40 CFR Part 247 whenever:
1) The contract requires procurement of $10,000 or more of a designated item during the fiscal year; or
2) The contractor has procured $10,000 or more of a designated item using Federal funding during the previous fiscal year.

The list of EPA-designated items is available at www.epa.gov/smm/comprehensiveprocurement-guidelines-construction-products.

Section 6002(c) establishes exceptions to the preference for recovery of EPA-designated products if the contractor can demonstrate the item is:
a) Not reasonably available within a timeframe providing for compliance with the contract performance schedule;
b) Fails to meet reasonable contract performance requirements; or c) Is only available at an unreasonable price.

Reference: 2 CFR § 200.323, 2 CFR Part 200, Appendix II (J); 40 CFR part 247, 42 USC § 6901, et seq (Resource Conservation and Recovery Act)
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FAA – 22 Rights to Inventions
APPLICABILITY – Contract Types – This provision applies to all contracts and subcontracts with small business firms or nonprofit organizations that include performance of experimental, developmental, or research work. This clause is not applicable to construction, equipment, or professional service contracts unless the contract includes experimental, developmental, or research work.

REQUIREMENT -
Contracts or agreements that include the performance of experimental, developmental, or research work must provide for the rights of the Federal Government and the City in any resulting invention as established by 37 CFR part 401, Rights to Inventions Made by Non-profit Organizations and Small Business Firms under Government Grants, Contracts, and Cooperative Agreements. This contract incorporates by reference the patent and inventions rights as specified within 37 CFR §401.14. Contractor must include this requirement in all subtier contracts involving experimental, developmental, or research work.

Reference: 2 CFR § 200, Appendix II(F), 37 CFR 401
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FAA - 23 Seismic Safety
APPLICABILITY – Contract Types – This provision applies to construction of new buildings and additions to existing buildings financed in whole or in part through the Airport Improvement Program.

Professional Services– any contract involved in the construction of new buildings or structural addition to existing buildings.

Construction – any contract involved in the construction of new buildings or structural addition to existing buildings.

Equipment – if the project involves construction or structural addition to a building such as an electrical vault project to accommodate or install equipment.

Land – This provision will not typically apply to a property/land project.

REQUIREMENT -
A23.3.1 Professional Service Agreements for Design

SEISMIC SAFETY
In the performance of design services, the Consultant agrees to furnish a building design and associated construction specification that conform to a building code standard that provides a level of seismic safety substantially equivalent to standards as established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their building code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety. At the conclusion of the design services, the Consultant agrees to furnish the Owner a “certification of compliance” that attests conformance of the building design and the construction specifications with the seismic standards of NEHRP or an equivalent building code.

A23.3.2 Construction Contracts

SEISMIC SAFETY
The Contractor agrees to ensure that all work performed under this contract, including work performed by subcontractors, conforms to a building code standard that provides a level of seismic safety substantially equivalent to standards established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety.

Reference: 49 CFR Part 41
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FAA – 24 Tax Delinquency and Felony Conviction
APPLICABILITY – This provision applies to all contracts funded in whole or part with AIP.

REQUIREMENT -
The Contractor must have certified under the procurement process that resulted in the award of this contract that:
• Contractor has not been convicted of a Federal felony within the last 24 months; or • Contractor does not have any outstanding tax liability for which all judicial and administrative remedies have lapsed or been exhausted.

Reference: Sections 8113 of the Consolidated Appropriations Act, 2022 (Public Law 117-103), and similar provisions in subsequent appropriations acts.

DOT Order 4200.6 – Appropriations Act Requirements for Procurement and Non-Procurement Regarding Tax Delinquency and Felony Convictions
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FAA – 25 Termination of Contract
APPLICABILITY – All contracts and subcontracts in excess of $10,000.

REQUIREMENT -
See Section 4.5 of the Agreement.

Reference: 2 CFR § 200 Appendix II(B), FAA Advisory Circular 150/5370-10, Section 80-09 DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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FAA – 26 Foreign Trade Restriction
APPLICABILITY – all AIP funded projects.

REQUIREMENT -

TRADE RESTRICTION CERTIFICATION
By accepting this contract the Contractor certifies the following statements are true – 1) is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U.S. firms as published by the Office of the United States Trade Representative (USTR);
2) has not knowingly entered into any contract or subcontract for this project with a person that is a citizen or national of a foreign country included on the list of countries that discriminate against U.S. firms as published by the USTR; and 3) has not entered into any subcontract for any product to be used on the Federal project that is produced in a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR.

This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under Title 18 USC Section 1001.

The Contractor must provide immediate written notice to the City if the Contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstances. The Contractor must require subcontractors provide immediate written notice to the Contractor if at any time it learns that its certification was erroneous by reason of changed circumstances.

Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR 30.17, no contract shall be awarded to an Offeror or subcontractor:
1) who is owned or controlled by one or more citizens or nationals of a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR or
2) whose subcontractors are owned or controlled by one or more citizens or nationals of a foreign country on such USTR list or
3) who incorporates in the public works project any product of a foreign country on such USTR list.

Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

The Contractor agrees it will incorporate this provision for certification without modification in all lower tier subcontracts. The Contractor may rely on the certification of a prospective subcontractor that it is not a firm from a foreign country included on the list of countries that DocuSign Envelope ID: 3654A667-F25D-46E4-AF94-6182CAFED86F

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discriminate against U.S. firms as published by USTR, unless the Contractor has knowledge that the certification is erroneous.

This certification is a material representation of fact upon which reliance was placed when making an award. If it is later determined that the Contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration (FAA) may direct through the City cancellation of the contract or subcontract for default at no cost to the City or the FAA.

Reference: 49 USC § 50104, 49 CFR part 30
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FAA – 27 Veteran’s Preference
APPLICABILITY – This provision applies to all AIP funded projects that involve labor to carry out the project. This preference, which excludes executive, administrative, and supervisory positions, applies to covered veterans [as defined under § 47112(c)] only when they are readily available and qualified to accomplish the work required by the project.

REQUIREMENT -
In the employment of labor (excluding executive, administrative, and supervisory positions), the Contractor and all sub-tier contractors must give preference to covered veterans as defined within Title 49 United States Code Section 47112. Covered veterans include Vietnam-era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns (as defined by 15 USC 632) owned and controlled by disabled veterans.

This preference only applies when there are covered veterans readily available and qualified to perform the work to which the employment relates.

Reference: 49 USC § 47112(c)
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FAA – 28 Domestic Preferences for Procurements
APPLICABILITY – all contracts and Purchase orders for work or products under the grant.

REQUIREMENT -
The Contractor certifies by signing and submitting its bid or proposal that, to the greatest extent practicable, the Contractor has provided a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including, but not limited to, iron, aluminum, steel, cement, and other manufactured products) in compliance with 2 CFR § 200.322.

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ATTACHMENT D
AMENDMENT NO. 1 TO AGREEMENT NO. 24B079

WITH WEST AVIATION SERVICES - SAN DIEGO DBA

SIERRA AVIATION GROUP

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55575.18100\42913029.1

(BB&K 2024)
AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENT
NO. 23B079 BETWEEN THE CITY OF PALM SPRINGS AND WEST AVIATION SERVICES – SAN DIEGO DBA SIERRA AVIATION GROUP

1. Parties and Date.

This Amendment No. 1 to the Contract Services Agreement is made and entered into as of this 13th day of April, 2026, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and West Aviation Services - San Diego dba Sierra Aviation Group, a California corporation (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. City and Contractor entered into an agreement titled “Contract Services Agreement No. 23B079 Baggage Relocation and Wayfinding Services” dated June 1, 2023 (“Agreement”) to provide baggage relocation and wayfinding services for the Palm Springs International Airport, in an amount not to exceed $2,000,000 and a three-year term with two one-year extension options, commencing on June 1, 2023, to May 31, 2026.

2.2 Amendment Purpose. City and Contractor now desire to amend the Agreement to increase Compensation in an amount of $110,000, for a revised not to exceed amount of $2,110,000.

2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 3.3 of the Agreement.

3. Terms.

3.1 Amendment. Section 3.1 Compensation of Contractor of the Agreement is hereby amended in its entirety to read as follows:
“3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $2,110,000.”

3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1.

3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

3.4 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.














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(BB&K 2024)

3.5 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.
[SIGNATURES ON FOLLOWING PAGE]














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(BB&K 2024)
SIGNATURE PAGE FOR AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENT NO. 23B079 BETWEEN THE CITY PALM SPRINGS AND WEST AVIATION SERVICES – SAN

DIEGO DBA SIERRA AVIATION GROUP
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

By: ____________________________ By: ______________________________ Signature Signature
(2nd signature required for Corporations)
Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: N/A Item No. N/A
APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:

By: _______________________________ Date:

City Manager – up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000




















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CITY COUNCIL STAFF REPORT
DATE: MAY 12, 2026 CONSENT CALENDAR
SUBJECT: APPROVE COOPERATIVE PURCHASE AGREEMENT 26C069 WITH

VERTOSOFT, LLC TO IMPLEMENT OPENGOV SOFTWARE

MANAGEMENT SOLUTIONS INCLUDING ENTERPRISE ASSET
MANAGEMENT, 311 CONSTITUENT RELATIONSHIP MANAGEMENT,

CODE ENFORCEMENT, AND PROCUREMENT & CONTRACT

MANAGEMENT
FROM: Scott C. Stiles, City Manager
BY: Department of Public Works
Department of Finance
Department of Special Program Compliance
Department of Information Technology
Department of Parks & Recreation
SUMMARY:

This action will approve a Cooperative Purchase Agreement (26C069) with Vertosoft, LLC, utilizing Sourcewell’s Cooperative Contract No. 060624-VTO, to implement OpenGov software solutions for enterprise asset management, 311 constituent relationship management, code enforcement, and procurement and contracting management services, in an amount not-to-exceed $2,117,383.79 for a five-year term.

RECOMMENDATION:

1. Approve Cooperative Purchase Agreement 26C069 with Vertosoft, LLC, for the purchase and implementation of OpenGov software solutions and related professional services in an amount not to exceed $2,117,383.79 for a five-year term commencing on June 1, 2026, through May 31, 2031;

2. Authorize the City Manager or designee to execute all necessary documents.

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form (Attachment B) Vertosoft, LLC was formed in the state of Virginia.

BACKGROUND:

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City Council Staff Report
May 12, 2026 -- Page 2
Approve Agreement 26C069 with Vertosoft to Implement OpenGov Software The City currently utilizes multiple independent systems including RattleTech, Brightly Asset Essentials, Tyler EnerGov, and PlanetBids to manage service requests, asset and work order tracking, code enforcement, and procurement functions.

While each system serves a specific operational purpose, they function independently and require significant manual coordination by staff to manage workflows across departments. This includes transferring information between systems, tracking requests, coordinating responses, and compiling reports.

As the City’s operational needs have evolved, this fragmented system environment has resulted in operational inefficiencies, inconsistent resident communication, increased administrative workload, and limited visibility across departments. To address these challenges, staff evaluated opportunities to modernize and consolidate these systems into a unified platform that improves efficiency, enhances service delivery, and supports long-term operational needs.

The City’s current system environment presents the following operational challenges:

Fragmented Systems: Multiple platforms operate independently, requiring staff to manually transfer information between systems depending on the type of request or workflow.

Manual Processes: Staff must manually triage, assign, and track service requests, increasing workload and the potential for errors.

Limited Resident Communication: Residents do not consistently receive automated status updates, requiring additional staff effort to provide follow-up.

Inefficient Code Enforcement Workflow: Reports are received in one system and escalated in another, requiring duplicate data entry and disrupting continuity of communication.

Procurement Inefficiencies: Current procurement processes rely on manual document creation and limited vendor outreach, reducing participation in solicitations.

Reporting Limitations: Existing systems require manual data extraction to generate reports, limiting real-time insights and operational transparency.

STAFF ANALYSIS:

In accordance with City of Palm Springs Municipal Code Section 7.03.09, “Special Procurement Methods,” Section 5, “Cooperative Purchasing Programs”, the City Council may authorize the acquisition of supplies or services through a joint powers or other

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City Council Staff Report
May 12, 2026 -- Page 3
Approve Agreement 26C069 with Vertosoft to Implement OpenGov Software cooperative purchasing program with a public entity or association of public agencies or officials, provided that the vendor selected has been selected through a competitive

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City Council Staff Report
May 12, 2026 -- Page 3
Approve Agreement 26C069 with Vertosoft to Implement OpenGov Software process and the department finds that the competitive process is similar to that contained in Title 7 or adequate to protect the public interest, and that due to economies of scale, the nature of the product, or market conditions, the price of the supplies or services is likely to be less through the cooperative purchase than through the City’s independent purchasing pursuant to Title 7.

Sourcewell is a public agency that conducts competitive solicitations and awards contracts to qualified vendors, allowing participating agencies to benefit from volume pricing and streamlined procurement processes. This cooperative purchasing arrangement provides competitive pricing and efficient procurement to support the operational needs of the Public Works, Procurement & Contracting, Special Program Compliance/Code Enforcement, Information Technology, and Parks & Recreation Departments through Sourcewell Cooperative Contract No. 060624-VTO, for the purchase and implementation of OpenGov software solutions.

The pricing obtained through this cooperative contract reflects substantial discounts from list price. Software licensing modules are discounted an average of 57% off the manufacturer’s suggested retail price, with individual module discounts ranging from 56% to 61%. Professional services implementation hours are billed at $210 per hour against a list rate of $294 per hour, representing a 29% discount. In total, the Sourcewell cooperative contract pricing results in estimated savings of approximately $2,213,272 compared to list pricing over the five-year term, representing an overall discount of approximately 55%.

City staff conducted a comprehensive evaluation of existing workflows, system limitations, and potential software solutions in coordination with Public Works, Special Programs/Code Enforcement, Information Technology, Procurement & Contracting, and Parks & Recreation. This process included:

Internal Stakeholder Engagement: Staff from Public Works, Code Enforcement, Information Technology, and Procurement participated in discussions to identify operational challenges, system limitations, and desired outcomes.

Workflow Analysis: Existing processes were evaluated to understand how requests are received, routed, and resolved across departments, highlighting inefficiencies caused by disconnected systems and manual coordination.

Product Demonstrations and Use Case Review: Staff participated in multiple demonstrations of the OpenGov platform covering asset management, 311, code enforcement, and procurement functionality, with a focus on real-world City workflows.

Cross-Department Coordination: Departments collaborated to identify shared needs and confirm that the proposed solution supports multiple operational areas, including service requests, code enforcement, and procurement.

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City Council Staff Report
May 12, 2026 -- Page 4
Approve Agreement 26C069 with Vertosoft to Implement OpenGov Software Based on this evaluation, staff determined that the OpenGov platform provides a comprehensive and scalable solution that addresses the City’s current system limitations and aligns with long-term operational goals. The platform consolidates service requests, asset management, code enforcement, and procurement into a single system, reducing reliance on manual processes, improving interdepartmental coordination, and enhancing transparency.

The platform’s key module capabilities are as follows:

Enterprise Asset Management: Work order and maintenance tracking; asset lifecycle management (to include, but not limited to: Facilities, Transportation, Walkability, and Parks & Recreation); GIS integration; and tracking of labor, materials, and costs. 311 Constituent Relationship Management: Centralized intake for all resident service requests; automated routing to departments; real-time status updates; and integration with the City’s existing public-facing interface.

Code Enforcement: Case management workflows; inspection tracking and documentation; automated notices; and continuity from complaint intake through resolution.

Procurement: Centralized solicitation creation; improved vendor outreach and participation; and automated evaluation workflows.

Implementation of the OpenGov platform is expected to deliver the following benefits:
improved operational efficiency through reduced manual processes; enhanced resident experience through better communication; consolidation of multiple systems into a single platform; improved reporting and transparency; increased vendor participation in procurement; and scalability to support future City needs.

Implementation will follow a structured five-phase methodology—Initiate, Validate, Configure, Train, and Launch—applied sequentially to each module.

Initial deployment will prioritize Enterprise Asset Management and Procurement, as these represent the most immediately actionable areas.

The 311 Constituent Relationship Management and Code Enforcement modules will be implemented in a subsequent phase to allow for alignment with the City’s existing publicfacing application and to ensure resident-facing workflows are properly configured.

City staff will work closely with OpenGov’s professional services team to define workflows, configure routing logic, and establish user roles. Existing data from current systems will be evaluated for migration based on operational value and reporting needs.

Implementation across all phases is expected to be completed within approximately 8 to 12 months.

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City Council Staff Report
May 12, 2026 -- Page 5
Approve Agreement 26C069 with Vertosoft to Implement OpenGov Software Therefore, staff recommends approval of Agreement 26C069 with Vertosoft, LLC, to implement OpenGov software solutions in a not-to-exceed amount of $2,117,383.79 for a five-year term commencing on June 1, 2026, through May 31, 2031.

ENVIRONMENTAL ASSESSMENT:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines, the requested City Council action is not a “Project” pursuant to Section 15378(b)(5).

Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment are not considered a “Project”.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with the following City Council Strategic Plan Foundations:

Infrastructure and Facilities
• Modernizing core operational platforms and integrating GIS-based asset management.

Public Safety and Community Services
• Improved resident service request management and code enforcement workflows directly enhance community responsiveness.

Approval of this action supports improving operational efficiency, enhancing customer service, and modernizing City systems.

FISCAL IMPACT:

The total not-to-exceed cost for the proposed contract is $2,117,383.79 over a five-year term.

The contract includes one-time implementation costs and ongoing annual software licensing and support costs. The estimated first-year cost is $479,747.67 which includes implementation services in the amount of $176,890, with ongoing annual software expense of $302,857.67 in year 1, with an annual escalation of 5% year over year, for a total amount not-to-exceed $2,117,383.79.

Funding is available in both the current Fiscal Year 2025-26 and 2026-27 budgets and will be budgeted in subsequent years.

Funding will be shared across participating departments based on system utilization, including Public Works, Special Programs/Code Enforcement, Information Technology, Parks & Recreation, and Procurement & Contracting.

Public Works:

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City Council Staff Report
May 12, 2026 -- Page 6
Approve Agreement 26C069 with Vertosoft to Implement OpenGov Software • 1006515-40105
• 1006520-40105
• 1006540-40105
• 1413060-80000
• 2603205-50119
• 5106560-40105
• 5206570-40105 & 50119
Procurement & Contracting:
• 1001040-40105 & 50105
Information Technology:
• 1001025-50034
Special Program Compliance:
• 1001046-40105
Parks & Recreation:
• 1004535-40105
REVIEWED BY:

Procurement and Contracting Manager: Tabitha Richards
Director of Public Works: David McAbee
Director of Special Program Compliance: Veronica Goedhart Director of Information Technology: Larry Klingaman
Director of Parks & Recreation: Nicholas S. Gonzalez
Director of Finance and Treasurer: Kristopher J. Mooney Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles
ATTACHMENTS:

A. Cooperative Purchase Agreement No. 26C069
B. Public Integrity Disclosure Form

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ATTACHMENT “A”
Cooperative Agreement 26C069

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BB&K (2024)
COOPERATIVE PURCHASE OF SOFTWARE SERVICES AGREEMENT NO. 26C069
This Cooperative Purchase of Software Services Agreement (“Agreement”) is entered into by and between the City of Palm Springs, a California charter city and municipal corporation (“City”) and Vertosoft, a limited liability company of Virginia (“Contractor”). City and Contractor are sometimes individually referred to as a “Party” or collectively as the “Parties” in this Agreement.

1. Background.
a. This Agreement is made and entered into in reference to the competitively solicited Sourcewell Contract No. 060624-VTO (“Cooperative Agreement”). b. The City desires to implement OpenGov software solutions for enterprise asset management, 311 constituent relationship management, code enforcement, and procurement and contracting management services, attached hereto as Attachment “A”, the content of which is incorporated by reference to this Agreement as if fully set out here in its entirety.
c. Contractor desires to perform said services on the terms and conditions set forth in this Agreement.

2. Term. The term of this Agreement is for five-years, beginning on June 1, 2026, and continuing through May 31, 2031, unless extended by mutual written agreement of the Parties.

3. Compensation and Payment. This Agreement shall be for an amount not to exceed Two Million One Hundred Seventeen Thousand Three Hundred Eighty-Three Dollars and SeventyNine Cents ($2,117,383.79), subject to approved amendments and changes. All pricing must be in accordance with the attached Quote, as shown as Attachment “B,” which is incorporated by reference into this Agreement, as if fully set out here in its entirety.

4. Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to the City.

5. Insurance. Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Attachment "C", incorporated herein by reference. If no insurance is required, Attachment “C” will reflect that there are no insurance requirements set forth for this Agreement.

6. Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses, including legal costs and attorney fees (collectively “Claims”), including but not limited to, Claims arising from injuries to or death of persons (Contractor’s employees

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included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement (if required and incorporated as part of this Agreement) be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement, until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.

7. Notice. Any notices required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed, or hand delivered or on the third day after postmark if sent by certified mail. Notice shall be sent as follows:

IF TO THE CITY: IF TO THE CONTRACTOR:

City of Palm Springs Vertosoft LLC
Attn: Scott Stiles; Brenda Pree Attn: Nur Rahman
Title: City Manager / City Clerk Title: Vice President, Operations Address: 3200 E Tahquitz Canyon Way Address: 1602 Village Market Blvd, STE 230 Palm Springs, CA 92262 Leesburg, VA 20175
Phone: (760) 323-8204 Phone: (571) 707-4130
Email: [email protected] Email: [email protected]

8. Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with this Agreement.

9. Changes. In the event any change or changes in the work is requested by City, the Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into:

A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional work not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession.

10. Termination Prior to Expiration of Term. The City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City, in its sole and absolute discretion. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for

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BB&K (2024)
all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. The City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to the City.

11. Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to the City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.05.02, including without limitation the provision of benefits, relating to nondiscrimination in City contracting.

12. Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine.

When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Attachment “D” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this section.

13. Entire Agreement. This Agreement, along with the Cooperative Agreement constitutes the entire agreement between the Parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written between the Parties. In the event of conflict or inconsistency between this Agreement and the Cooperative Agreement, this terms and conditions in this Agreement shall prevail.
[Signature Page on Following Page]

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SIGNATURE PAGE TO COOPERATIVE PURCHASE OF SOFTWARE SERVICES

AGREEMENT

BETWEEN THE CITY OF PALM SPRINGS

AND VERTOSOFT LLC
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

By: _____________________________ By: _____________________________ Signature Signature
Date: ___________________________ Date: ___________________________ CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: 5/12/2026______ Item No. ________
APPROVED AS TO FORM: ATTEST:

By: _____________________________ By: _____________________________ City Attorney City Clerk
APPROVED:

By: _____________________________ Date: ____________________________ City Manager – up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000

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BB&K (2024)
ATTACHMENT “A”

SCOPE OF WORK

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PS-10349.1
1 OpenGov
City of Palm Springs, CA
Creation Date: 4/3/2026
SoW Expiration Date: 7/3/2026
Document Number: PS-10349.1
Created by: Josh Volpert

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PS-10349.1
2 Table of Contents
Contractor Statement of Work 4

1. Project Scope and Understanding 4

2. Exhibits 4

3. Contractor Responsibilities 4

4. City Responsibilities 4

5. Project Delivery 5

6. Estimated Schedule 5

7. Acceptance Procedure 5

8. Modifications 6

9. Communication and Escalation Procedure 6
Exhibit 1: Implementation Activities 7
Contractor Implementation Methodology Overview 7
Procurement & Contract Management: 7
Initiate 7
Validate 8
Configure 8
Train 10
Launch 10
Permitting & Licensing 11
Initiate 11
Validate 11
Configure 12
Train 13
Launch 14
Enterprise Asset Management 14
Initiate 15
Validate 15
Configure 15
Train 17
Launch 20
311 Request Management 21
Initiate 21
Validate 21
Configure 22
Train 29
Launch 30
Exhibit 2: Technical Requirements 32
Procurement Technical Requirements 32

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PS-10349.1
3 Permitting & Licensing Technical Requirements 32
Government App Builder Technical Requirements 33

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PS-10349.1
4 Contractor Statement of Work

1. Project Scope and Understanding
This Statement of Work (“SOW”) outlines the Professional Services Contractor will provide to the City of Palm Springs, CA (“City”) under the applicable Order Form.

Professional Services or technical requirements not listed in this SOW are out of scope.

2. Exhibits
The following exhibits are incorporated by reference and are part of this SOW:

2.1. Exhibit 1: Implementation Activities

2.1.1. Procurement & Contract Management

2.1.2. Permitting & Licensing

2.1.3. Enterprise Asset Management (EAM)

2.1.4. Government App Builder

2.2. Exhibit 2: Technical Requirements

2.2.1. Procurement & Contract Management

2.2.2. Permitting & Licensing

2.2.3. Government App Builder

3. Contractor Responsibilities
Contractor will provide a framework for planning, communication, progress tracking, and coordination for activities in Exhibit 1. In collaboration with City, Contractor will develop and maintain the Project Plan. The “Project Plan” is a detailed, living document that defines how the project will be executed, including tasks, timelines, milestones, and team assignments. Contractor will monitor progress against the Project Plan, coordinate adjustments to tasks and schedules as needed, and conduct status meetings as agreed to by the parties. Contractor will provide weekly status reports, a Project Charter, and a RAID register (Risks, Actions, Issues, and Decisions). The “Project Charter” is a high-level document outlining the project’s purpose, goals, key stakeholders, success criteria, and major milestones.

4. City Responsibilities
The City will appoint a primary point of contact with authority to make binding decisions (“City’s Project Manager”). This person will coordinate internal resources, assign subject matter experts (“SMEs”), and oversee implementation.

Responsibilities include attending status meetings, making timely decisions, providing requested information, escalating issues internally, and collaborating on the Project Plan and Change Order process, if applicable.

City acknowledges that the success of this project is contingent on its full participation.

City must provide data within ten (10) business days of a

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PS-10349.1
5 request, maintain consistent data formats and access throughout the project, and allocate the necessary City resources and time to support deliverables and meet agreed-upon timelines.

Any failure by City to meet its responsibilities under this SOW (each, a “City Delay”) will automatically suspend the affected obligations of Contractor for the duration of the City Delay and for a reasonable restart period thereafter. All affected milestones, delivery dates, and service-level commitments will be extended on a day-for-day basis (or as otherwise reasonably necessary) to account for the City Delay, and may result in an adjustment of the fees if Contractor incurs additional time, materials, or other costs as a result. Under no circumstances will any consequence of a City Delay constitute a breach by Contractor of this SOW or of the Agreement, nor will Contractor be liable for any failure to meet a performance obligation that is caused, in whole or in part, by a City Delay.

5. Project Delivery
Contractor will perform services under this SOW remotely and provide up to [1] onsite trips for project-related activities. City will provide a suitable workspace, including a conference room with attendee capacity, non-public Wi-Fi, and AV equipment. Travel expenses are estimated not to exceed $2,800. Contractor may use a combination of Contractor personnel and Contractor-trained implementation partners to deliver the services described in this SOW.

6. Estimated Schedule
The specific timeline, including order of delivery of the product(s), will be determined during the project planning activities in the Initiate Phase. Services are estimated to begin within two (2) weeks and no later than four (4) weeks from contract signature. Contractor reserves the right to adjust the schedule based on the availability of City or Contractor resources, and the timeliness of deliverables provided by the City.

7. Acceptance Procedure
Contractor will submit completed deliverables to the City’s Project Manager for review. Within five (5) business days of receipt, the City’s Project Manager will either provide written acceptance or a list of requested revisions. In the event there are requested revisions, the subsequent review period for acceptance will follow the same timeline until final acceptance. If City does not respond within this

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6 period, the deliverable will be deemed accepted. Once a deliverable is accepted, any requested changes will require a paid Change Order.

Acceptance milestones and review timelines will be tracked in the Project Plan.

Both parties acknowledge that delays in task completion or unresolved issues may impact the project timeline. If Contractor determines in good faith that City is not fulfilling its responsibilities under this SOW, Contractor may place services on hold following a minimum of five (5) business days’ written notice. The notice will specify the actions needed to progress the project. During the hold period, Contractor may reallocate resources without penalty and will not be responsible for resulting delays.

8. Modifications
The fees and estimated timeline are based on the scope and assumptions in this SOW. If either party determines that a change to the scope is necessary, the parties will collaborate to define the required modification, which may result in fee adjustments based on Contractor’s standard rates. All modifications must be documented in a written Change Order and signed by both parties (“Change Order”) .

Examples of changes include revisions to the project timeline, deliverables, or resource allocation.

9. Communication and Escalation Procedure
Contractor and City agree to maintain regular communication in alignment with the Project Plan to ensure progress, resolve questions promptly, and minimize risk.

Both parties will raise any issues or concerns in a timely manner. If challenges are not resolved through standard project discussions, City and Contractor Project Managers will escalate to their respective executive leadership teams to jointly determine a resolution and align on a path to successful implementation.

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PS-10349.1
7 Exhibit 1: Implementation Activities
Contractor Implementation Methodology Overview
Every Contractor implementation follows a five-phase hybrid methodology designed to ensure a structured and collaborative deployment. The phases are:

1. Initiate – Contractor provisions access and performs initial system setup.

2. Validate – Contractor works with the City to confirm requirements and review initial configurations.

3. Configure – Contractor completes system configuration as outlined in this SOW.

4. Train – Contractor provides training to system administrators and/or end users, as applicable.

5. Launch – Contractor provides post-go-live support and transitions the City to Contractor’s City Success Team.

Each implementation is structured around these phases. Deliverables, sign-offs, and completion criteria are aligned to the relevant phase.

Procurement & Contract Management:

Use Cases Build for Procurement:
● Solicitation Development
● Supplier Engagement, Evaluation and Awards
Initiate
Provisioning Procurement Website Instance
Contractor will:
● Configure City portal and upload City’s logo. City will:
● Provide logo.
● Confirm access to the Portal.

Completion Criteria
● City verifies access to the site.

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8 Validate
Technical Project Review
Contractor will:
● Provide up to one (1) two-hour working session at the beginning of the project to:
o Confirm list of templates
o Review technical requirements
o Provide documentation on requirements and processes
Contractor Assumptions:
● Boilerplate language will be provided within two (2) weeks immediately following the kick-off meeting.

City will:
● Identify relevant participants for attendance.
● Confirm deliverables.
● Gather and provide relevant data for the project.

Completion Criteria
● City sign-off on the project plan.

Configure
Supplier Engagement, Evaluation and Award Configuration Vendor Portal
Contractor will:
● Provide the City with iframe code and documentation to create the Vendor Portal. ● Import the list of vendors provided by City.

Contractor Assumptions:
● City will provide a complete and accurate vendor list for import to Contractor. Contractor clean up/correction of imported files are not included in the scope of this project.

City will:
● Allocate resources to create the Vendor Portal.
● Provide vendor email list and send vendor email/letter. ● Ensure that Vendor Portal will be active before Contractor begins configuration of templates or the Solicitation Development phase.

Completion Criteria
● City sign-off that Vendor Portal has been configured.

Sourcing Template
Contractor will:
● Deploy generic template.
● Provide Contractor's “Paper to Paperless Language Transition Guide” to assist transition from paper to electronic.

City will:
● Provide a copy of the next solicitation document.
● Provide information to complete the generic solicitation upload template including forms and an example recent solicitation.
● Provide the category code set used by the agency (NIGP, NAICS, or UNSPSC).

Completion Criteria

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9 ● City sign-off that the Generic Template has been configured.

Solicitation Template Development Solution
Contractor will:
● Review and confirm the Solicitation Templates and documents provided by the City. ● Configure up to three (3) total Solicitation Templates from City provided standard templates:
○ Two (2) Non-Construction Solicitation Templates will be built based on examples collected from the City up to one hundred (100) pages in length. ○ One (1) Construction Solicitation Template will be built based on examples collected from the City up to two hundred (200) pages in length.
● Work with City to design and get sign off on the template(s).

Contractor Assumption:
● If templates were not provided by the City prior to the creation of the SOW and the City provides templates during the project that exceed the assumptions above, the Change Order Process will be followed.

City will:
● Provide templates.
● Provide forms associated with solicitation templates. ● Provide admin documents.
● Select the first solicitation type (usually ITB or RFP), to work with Contractor for the design ● Test the configuration of each template by creating test projects and provide feedback. ● Validate and provide signoff on Solicitation Templates.

Completion Criteria
● City sign-off that the Solicitation template(s) have been configured.

Admin Documents and Checklist Configuration
Contractor will:
● Review & configure up to four (4) standard Admin Documents :
○ Proposal Viewer Agreement
○ Interview Invitation
○ Non-Award Letter
○ Notice of Intent to Award
City will:
● Provide Admin Documents.

Completion Criteria
● Admin Documents and Checklist have been configured.

Single Sign On (SSO)Implementation
Contractor will:
● Contractor implement identity provider initiated SSO for Microsoft ADFS, Microsoft Azure AD, or Okta.

City will:
● Complete the SSO enablement form.
● Provide the information from the identity provided required to establish SAML or HTTPS certification.
● Add Contractor as a new application in City identity provider.

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10 Completion Criteria
● Single Sign On has been configured.

Train
Procurement Training
Contractor will:
● Provide training on system functionality. Topics include:
○ Supplier Engagement
■ Creating Bids with Sourcing Templates
■ Live Bid Management & Vendor Experience
■ Evaluation and Awarding
○ Solicitation Development
■ Writing Solicitations using templates
City will:
● Attend training sessions as scheduled by the Project Manager and agreed to in the Project Plan.

Completion Criteria
● Training has been conducted.

Working Sessions
Contractor will:
● Assign practice exercises to City to gain familiarization. ● Assist City during first real-life solicitation posting, and opening (if during deployment).
● Respond to questions regarding configured system functionality.

City will:
● Complete practice exercises to gain familiarization.
● Identify internal Admin Users & security permissions for all other users.

Completion Criteria
● Working sessions have been conducted.

Launch
HyperAdopt
Contractor will:
● Provide up to eight (8) hours of remote working session(s) to answer any questions following solution acceptance.
● Send Solution Acceptance Document
● Transition for project team to City Success. City
will:
● Identify issues and attend sessions.
● Sign Solution Acceptance Document
Completion Criteria
● City sign-off that the project has been completed.

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11 Permitting & Licensing
Use Cases for Permitting & Licensing:
● Code Enforcement
Initiate
Provisioning Permitting & Licensing Platform
Contractor will:
● Contractor will provision City’s Contractor entity and verify City has access to all purchased modules.

City will:
● Confirm access to entity and modules.

Completion Criteria
● City verifies access to the site.

Data Initiation
Contractor will:
● Provide the needed data and format to the City.
● Discuss data needs for the foundational initiation of the software. ● Assign a Project Manager once the data has been collected.

City will:
● Provide the required data in a timely manner.

Completion Criteria
● City sign-off that the Integrations are complete and the data is being captured as planned.

Validate
Technical Project Review
Contractor will:
● Provide up to one (1) one-hour working sessions at the beginning of the project to:
o Review deliverables
o Review technical requirements
o Provide documentation on requirements and processes
Contractor Assumptions:
● City will provide relevant data within two (2) weeks immediately following the kick-off meeting.

City will:
● Identify relevant participants for attendance.

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12 ● Confirm deliverables.
● Gather and provide relevant data for the project.

Completion Criteria
● City sign-off on project plan.

Configure
Record Types Deliverables
Contractor will configure the following standard record types, including sub-types, drafts of City’s record types in the Permitting & Licensing system including Form, Workflow, Output Document and Fees:

Code Enforcement Service Area
Up to number (X) record types from the following list:
● Code Violation
City will:
● Attend working sessions to validate, review, and iterate upon draft records. ● Test all configured record types
Completion Criteria
● City sign-off that the Record Types have been configured. Sign-off will occur with each completed Record Type.

Data Deliverables
Master Address Table (MAT)Integration
Contractor will:
● Provide a template file to be utilized by the City to populate MAT information. ● Import the completed template file and validate against the completed template file.

City will:
● Populate and validate the MAT template.

Completion Criteria
● City sign-off that the Master Address Table has been configured.

Esri ArcGIS Server Integration
Contractor will:
● Integrate with the City’s ArcGIS public API endpoint.

Completion Criteria
● City sign-off on the Esri Integration.

GIS Flag Integration
Contractor will:
● Provide a template file to be utilized by the City to populate GIS Flag information. ● Import the populated template file after acceptance.
● Enable the GIS Flag Integration.

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13 City will:
● Populate and validate the flag template file.

Completion Criteria
● City sign-off on the GIS Flag Integration.

Accounting and Finance Export
Contractor will:
● Provide an export of financial data, based on the City’s provided format, to the City’s FTPS as often as nightly.

City will:
● Agree upon specifications prior to export.

Completion Criteria
● City sign-off on the Accounting and Finance Export.

Autofill Integration
Contractor will:
● Provide up to one (1) Autofills, using source data from Contractor or provided by the City.

City will:
● Provide the source data, if applicable.
● Agree upon specifications prior to upload.

Completion Criteria
● City sign-off on the Autofill Integration.

Single Sign On (SSO)Integration
Contractor will:
● Provide the SSO enablement form.
● Implement identity provider initiated SSO for Microsoft ADFS, Microsoft Azure AD, or Okta.

City will:
● Complete the SSO enablement form.
● Provide the information from the identity provided required to establish SAML or HTTPS certification and add Contractor as a new application in the identity provider.

Completion Criteria
● City sign-off on the SSO Integration.

Train
Administrator Training
Contractor will:
● Provide up to twelve (12) hours of Permitting & Licensing system administrator training to enable system administrators on the following topics:
○ Setting up the public portal
○ Employee app settings
○ Creating and editing record types
○ Managing Forms

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14 ○ Editing Documents
○ Creating Workflows
○ Setting up Inspections
○ Reporting & Transparency
■ Download and upload data
■ How to create reports and dashboards
○ Mobile app
City will:
● Identify the relevant participants to attend each training session.

Completion Criteria
● Administrator Training has been conducted.

End User Training
Contractor will:
● Provide up to twelve (12) hours of end-user trainings designed for Plan Review, Inspectors, Finance Staff, etc. to cover the following topics:
○ Navigation of the system
○ Manage inbox and tasks
○ Take payments
○ Conduct inspections
○ Create records
○ Mobile app
City will:
● Identify the relevant participants to attend each training session.

Completion Criteria
● End User Training has been conducted.

Launch
HyperAdopt
Contractor will:
● Provide up to eight (8) hours of HyperAdopt support from the Contractor Project Team post Go-Live to ensure successful adoption.

City will:
● Identify issues and attend sessions
Completion Criteria
● City sign-off that the project has been completed.

Enterprise Asset Management
Use Cases Build for Enterprise Asset Management:

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15 ● Transportation
● Walkability
● Parks and Rec
● Facilities
Contractor Enterprise Asset Management
Initiate
Contractor will:
● Setup a hosted sandbox and a hosted production Contractor Asset Management environment, if one does not already exist
● Conduct one (1) remote session to review City assets (see asset section below), source data, GIS capabilities, Esri authentication, and single sign on identity provider (if applicable).

Contractor Assumptions:
● Contractor assumes that the City is responsible for performing quality control measures on its data in EAM.

Completion Criteria:
● The project kicked off with an initial project timeline delivered.

Validate
Contractor will:
● Provide a remote, up to sixteen (16) hours validation workshop to increase our understanding of City business and functional goals. Through workshops and interviews, Contractor will identify best fit scenarios for Contractor Asset Management and provide a brief including any challenges as well as recommendations for Contractor Asset Management best practices relevant to City implementation.
● Provide a template file to be utilized by City staff to populate resources, libraries, and users/roles data that Contractor will import into Contractor Enterprise Asset Management.
● Provide up to two (2) remote sessions for City technical GIS staff to configure Esri Feature Services for the bidirectional GIS integration and authentication.

Completion Criteria:
● Completion of validation workshop.

Configure
Configurations
Contractor will:

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16 ● Provide configuration services, including:
o Up to ten (10) custom fields and up to two (2) custom layouts per asset type listed in the Assets section below
o Up to thirty (30) custom fields and up to ten (10) custom layouts to be utilized in any of the shared areas of the system, such as Tasks o Up to twenty (20) automations
o Up to twenty (20) preventative maintenance plans
● Provide up to three (3) sessions of configuration review to ensure configurations resulting from the validation workshop effectively support all workflows and processes discussed, and to reinforce such configurations with City stakeholders to adequately prepare to train-the-trainer training.

Contractor Assumptions:
● Implementation of any custom modification developed by Contractor; your internal staff; or any third-party is not included in the scope of this project unless specifically listed above.

Data Services
Contractor will:
● Provide one sandbox and one production data load service through standard import/export functionality. Contractor will provide template documents for data population. Once populated by City staff, Contractor will load the data into City sandbox or production Contractor Asset Management environment. Data loads may include data such as:
o Parent level asset records
o Asset location (spatial x/y) attributes
o Parent level resource (Labor, Equipment Material, Vendor) records o Resource Rate (Labor, Equipment, Material) records
o Standard system libraries
● Provide service for City historical data listed below:
o Brightly data related to: assets, work history, total cost history, up to 250k records, and up to ten asset types.
o For the custom data conversion service(s) listed above, Contractor will provide:
▪ A review of the historical data along with recommendations for Contractor Asset Management best fit.
▪ A field map workshop, which will identify where and how historical data will appear within Contractor Asset Management
▪ A test conversion service to facilitate data conversion validation and testing
▪ One revision of the field map used for the test conversion service ▪ A production conversion service utilizing the final, approved field map
o All data must be accessible to Contractor from a SQL DB, SQL View, Access DB or Comma Delimited Files.

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17 o Exclusions:
▪ Child records and associated child-level attributes condition inspection history, request history, attachments, and resources.

Contractor Assumptions:
● Contractor assumes that the City is responsible for performing quality control measures on its data in EAM.
● Data conversion services from other software system(s) or sources (including Navigator databases) are not included in the scope of this project unless specifically listed above.

Assets
Contractor will:
● Provide installation and training on the following asset types:
o Transportation (8)
▪ Bridge; Light Fixture; Pavement; Sign; Guardrail; Marking; Pavement Area; Support
o Walkability (7)
▪ ADA Ramp; Pavement Area: Sign; Tree; Light Fixture; Sidewalk; Support
o Parks and Recreation (10)
▪ Athletic Space; Fence; Park; Park Structure; Playground Equipment; Bench; Landscape Area; Park Amenity; Playground; Tree
o Facilities (25)
▪ Facility; Other Site Construction; Selective Building Demolition; Site Improvement; Site Preparation; Facility Floor; Basement Construction; Conveying; Exterior Enclosures; Facility
Electrical; Facility Equipment; Fire
Protection; Foundations; Furnishings; HVAC; Interior
Construction; Interior Finishes; Plumbing; Roofing; Site Electrical Utilities; Site Mechanical Utilities; Spaces; Special Construction; Stairs; Superstructure
Completion Criteria:
● City sign-off on ability to login and access to the sandbox.

Train
Foundational Training
● Provide remote train-the-trainer training, up to two (2) hours, on overall system navigation and functionality to help familiarize City staff with the software environment and its common functions. Training topics include:
o Dashboards
o Standard KPI/ROI Gadgets

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18 o Logins/Permission
o Layers
o Filters
o Maps
o Grids
o System Navigation
o Views (List & Detail)
o Standard Reports
o Attachments
o Requests, Work, Assets, Resources, Reports, and Administrator Tabs Contractor assumptions:
● Contractor assumes that the City is responsible for testing its workflows, automations, integrations, and configurations within the EAM and will update the configurations as part of its testing and training activities.

Train the Trainer Training Event
● Provide a three-day (3-day) onsite "train-the-trainer" training event. The training agenda will be defined and agreed upon by both Contractor and City project manager. To avoid redundancy, and to utilize service time efficiently, training may cover a subset of the assets listed in the Asset section of the scope. Topics may include any of the following:
o Request Management:
▪ Requests
▪ Requesters
▪ Task Creation from Requests
▪ Issue library (including settings such as Applies to Asset and Non-Location)
▪ Contractor recommended best practices for Request and Requester Management
o Work Management:
▪ Create Task(s) (Asset/Non-Asset)
▪ Assignments (Add, Edit, Remove)
▪ Task Menu Actions
▪ Related Work Items
▪ Create Work Order
▪ Associate Task to Work Order
▪ Repeat Work Orders
▪ Work Order Menu Actions
▪ Enter Resources
▪ Timesheets
▪ Activity library (including settings such as Applies to Asset, Inspection, Key Dates, Cost, and Productivity)
▪ Contractor recommended best practices for Work Management o Asset Management:
▪ Asset Details
▪ Preventative Maintenance Plans

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19 ▪ Inspections
▪ Linked assets (if applicable)
▪ Container/Component Relationships (if applicable)
▪ Contractor recommended best practices for Asset
Management o Resource Management:
▪ Resource Details
▪ Labor/Equipment Rates
▪ Material Management (Stock, Usage, Adjustments)
▪ Vendor Price Quotes
▪ Contractor recommended best practices for Resource
Management o Contractor Mobile:
▪ Overall system functionality (Navigation, Interface, Maps, Attachments, Sorting)
▪ Work Management
● Create and Update Tasks (Asset/Non-Asset)
● Assign Tasks
● Enter Resources
● Inspections
▪ Asset Management
● Create and Update Assets
▪ Request Management
● View and Update Requests
● View Requester information
● Create Task from Request
▪ Contractor recommended best practices for mobile device use o Administrator:
▪ Administrator:
● User Administration, Role Administration, Asset Administration, Record Filter Administration, Import/Export, Scheduled Process Log, Error Log
▪ Settings:
● System Settings, Map Administration, Geocode Settings, GIS Integration settings, Asset Color Manager
▪ Manager:
● Layout Manager, Library Manager, Preventative Maintenance, Asset Condition Manager, Notification Manager, Structure Manager, Automation Manager
Core Training:
● Provide remote train-the-trainer training, up to two (2) sessions on Contractor Asset Builder. Training topics include:
o Contractor Asset Management Administrator
▪ Structure Manager
▪ Library Manager
▪ Layout Manager

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20 ▪ User/Role Configurations
o Contractor recommended best practices for expanding the system’s use and/or building assets
● Provide Preventative Maintenance Plans remote train-the-trainer training, up to two (2) sessions. Training topics include:
o Preventative Maintenance
o Contractor recommended best practices for proactive asset management ● Provide Advanced Inspections, Asset Condition Manager, and Asset Risk remote train-the-trainer training, up to three (3) sessions. Training topics include:
o Performance Management
▪ Prediction Groups
▪ Minimum Condition Groups
▪ Activities and Impacts
▪ Criticality Factor
▪ Install/Replaced Dates
o Business Risk Exposure
▪ Risk
▪ Consequence of Failure
▪ Probability of Failure
o Contractor recommended best practices for Asset Risk Functionality , advanced inspections and condition management
● Provide Internal Request remote train-the-trainer training, up to two (2) sessions.

Training topics include:
o Internal Requests
▪ Users
▪ Views
▪ Issue Library settings and management
o Contractor recommended best practices for advanced request management Completion Criteria
● Core Training and train-the-trainer has been conducted.

Launch
Contractor will:
● Provide remote, up to eight (8) hours, web conferences, of working sessions to answer any questions following solution acceptance.

Completion Criteria:
● Go Live Support has been conducted.

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21 311 Request Management
Initiate
Contractor will:
● Conduct a project kickoff to align goals, roles, scope, and approach. ● Provision Government App Builder environment; configure initial roles ● Run discovery/working sessions to confirm high‑level requirements across channels (web, and mobile‑browser).
● Create initial configuration backlog in shared workspace City will:
● Identify stakeholders; ensure attendance at kickoff and working sessions. ● Confirm environment access and user roles.
● Provide process documentation (current service catalog, scripts, categories), reporting examples, and regulatory/retention requirements. ● Review and approve initial configuration backlog and project schedule.

Assumptions:
● Contractor will use standard templates and intake patterns unless otherwise agreed in writing.
● Branding and content style guides provided by City (if applicable) Completion Criteria:
● Kickoff completed with documented actions.
● Access confirmed for core users.
● Initial backlog and plan approved.
● Shared workspace established.

Validate
Contractor will:
● Facilitate validation workshop to confirm requirements, dependencies, and acceptance criteria across intake channels, routing rules, SLAs, and reporting. ● Present refined backlog, timeline, and resource plan for sign‑off. ● Validate user access, permissions, and environment readiness. ● Update artifacts based on feedback prior to configuration.

City will:
● Attend validation with decision‑makers and SMEs (call center, departmental responders, IT/GIS).
● Confirm access to needed systems and tools (GIS, work order/asset mgmt, ERP/finance, SSO, legacy data).
● Review and sign off on backlog and plan.
● Resolve internal dependencies that could block configuration.

Assumptions:
● Any additional requirements identified will be assessed for scope and schedule impact.

Completion Criteria:

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22 ● City sign‑off on plan and backlog.
● Access validated.
● No outstanding blockers to start Configure.
● Readiness checkpoint logged in project documentation.

Configure
Service Catalog
Contractor will:
● Define catalog taxonomy and metadata; configure categories, subcategories, and article templates
● Provide enablement on ongoing content governance.

City will:
● Supply existing catalog lists and knowledge content; designate content owners ● Review layouts and content structure; approve final catalog and initial article set.

Assumptions:
● Content writing and localization are City responsibilities unless otherwise contracted.
● External website CMS updates (outside of the 311 portal) are out of scope.

Completion Criteria:
● Service catalog configured and linked to intake workflows. ● Initial knowledge base articles published.
● Governance approach documented.

Service Request Intake & Form (Web & Browser Accessible Mobile) Contractor will:
● Configure up to twenty (20) service request types.
● Request types must follow a common template structure and share substantially similar fields, logic, routing, and layout patterns.
● Request types that materially differ in workflow, data structure, routing logic, or integration behavior may be considered out of scope subject to change order. ● Support request types spanning no more than ten (10) distinct departments. ● Configure:
○ Standard Fields (text, dropdown, multi-select, date, etc.) ○ Required/optional field validation
○ Conditional visibility logic (limited to standard platform capabilities) ○ File attachments (standard limits apply)
○ Standard layouts using existing form components
● Configure Internal (non-public) request types within the same thirty request total. ○ No additional request type allotment is provided for internal-only forms. ○ Internal forms must follow the same structural guardrails as public forms. ● Implement address capture and geocoding using standard Contractor capabilities and/or existing GIS integrations where in scope.
● Geofencing will follow one of the following supported models:
○ A single global geofence applied across all requests types, or

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23 ○ Department-level geofencing applied consistently across all request types within that department.
● Unique geofencing per individual request type is limited and must remain within standard configuration capabilities.
○ Complex geospatial logic, custom map layers, new GIS data creation, or advanced spatial analysis is out of scope unless otherwise specified. ● Anonymous Portal:
○ Contractor will configure an anonymous submission experience using a service account for intake processing.
○ reCAPTCHA or equivalent bot-prevention controls.
● Anonymous Submissions:
○ Must use the same configured public request types (no additional forms created for anonymous intake)
○ Cannot be used for internal-only request types.
○ Will not support follow-up requests for additional information. ○ Cannot be converted to registered-user submission after submission. ○ May be rejected or routed to EAM for work order consideration where applicable.
● Two-way communication, anonymous status tracking beyond standard confirmation messaging, or anonymous-to-registered account conversion is out of scope unless explicitly stated.
● Constituent Dashboard:
○ Configuration will leverage existing template-based constituent dashboards using standard platform components.
○ Contractor will provide advisory guidance on accessibility and user experience best practices.
○ Custom UI development, custom front-end coding, or standalone website development is not included
● External resources or websites may be added as buttons or tiles that function as standard hyperlinks redirecting users to publicly available URLs. Embedding external systems or custom integrations is out of scope unless otherwise specified. ● Conduct review sessions and iterate to finalize.

City will:
● Provide field‑level requirements, current scripts, categories, and mandatory data elements.
● Participate in reviews; provide consolidated feedback. ● Validate permissions, logic, and layouts for internal and resident users ● Approve final configurations.

Assumptions:
● Designs leverage standard form capabilities and controls ● Public site branding assets provided by City.

Completion Criteria:
● Forms/tables configured and tested
● Address capture/geocoding validated (if in scope).
● Required data capture confirmed
● City approval received.

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24 Mobile Application (iOS & Android)
Mobile Access (iOS & Android)
● Contractor will provide a mobile application experience for iOS and Android devices designed to support constituent-facing 311/CRM request submission and status visibility.

Scope of Mobile Functionality:
● The mobile application will support core constituent workflows, including:
○ Submission of service requests using configured public request types ○ Address/location capture (subject to device capabilities and configured GIS services)
○ Photo/file attachments (subject to standard platform limits) ○ Viewing request status updates (where applicable)
○ Standard confirmation and notification behavior
● The mobile experience will leverage the same configured public request types as defined in the Service Request Intake & Form section.

Functional Boundaries:
● The mobile application is designed primarily for constituent request intake and status viewing.
● Administrative configuration, workflow management, reporting, advanced triage, SLA management, and internal processing features are supported through the web application only unless otherwise specified.
● Feature parity between mobile and web applications is not assumed. ● Advanced UI customization, custom mobile workflows, or device-specific enhancements beyond standard capabilities are out of scope unless explicitly stated.

Assumptions:
● The mobile application will use standard platform components and supported device capabilities.
● Submission performance and certain functionality may vary based on device type, operating system version, connectivity, and permissions granted by the end user. ● Publication to Apple App Store and Google Play will follow standard platform release processes and approval timelines.

Completion Criteria:
● Mobile application available for iOS and Android distribution. ● Core request submission functionality tested and validated. ● City approval received.

Workflow, Triage & Routing
Contractor will:
● Configure routing rules, ownership groups, task states, reassignment, and collaboration steps.
● Configure workflow states for up to thirty (30) service requests types using a shared workflow framework.
● Establish routing rules based on:
○ Request Type
○ Department

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25 ○ Standard priority level
○ Location (if applicable)
● Configure department-level ownership groups and queues aligned to the defined (less than or equal to 10), including:
○ A primary queue per department (additional sub-queues or specialty are out of scope unless explicitly stated).
○ Queue visibility based on assigned department role.
● Configure standard task states using a standardized lifecycle (e.g., Submitted, In Progress, Oh Hold, Closed, Completed), including an optional standardized RFI (Request for Information) pattern where supported.
○ Department-specific workflow/state variants must remain minimal and within standard configuration capabilities.
○ Complex, highly branched workflows or materially different state model per department/request type may require change order.
● Document agreed workflows at a high level and conduct structured testing sessions.
● Queue Assignment Model
○ Assignments will occur at the department queue level only. ○ Only one (1) queue per department is included in scope. ○ Automatic assignment to specific individuals is out of scope. ○ Load balancing, workload distribution logic, skill-based routing, or availability-based assignment is not included.
○ Vacation rules, backup assignments, and dynamic reassignment automation are not included.
○ Escalation routing beyond initial department-level assignment is not included unless otherwise specified.

City will:
● Define departmental ownership of groups (less than or equal to 10 departments). ● Identify users assigned to each departmental group queue (limited to scope role counts).
● Provide current process maps, ownership matrices, and escalation criteria for configuration.
● Participate in testing and provide consolidated feedback; approval final logic in writing.
● Resolve GIS boundary questions, including conflicts/overlaps in service areas, if location-based routing is required.

Assumptions:
● Routing an assignment will be department-based, not user-based. ● No custom assignment logic will be developed.
● Workflow states will be standardized across departments wherever possible. ● Automation will use standard workflow options; custom code is out of scope unless listed.
● Location‑based routing requires GIS layers and data provided by City. ● Refinement is limited to up to two (2) rounds of consolidated changes following workflow review sessions. Additional iterations may require a change order.

Completion Criteria:

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26 ● Workflows live with routing functioning.
● Ownership groups and queues configured.
● Approval received from City.

SLAs, Notifications & Escalation
Contractor will:
● Configure SLA tracking using standard Contractor 311/CRM capabilities, including SLA timers for:
○ Acknowledgement
○ First Response
○ Resolution
● Configure standard SLA indicators and monitoring views/dashboards available within the platform.
● Configure resident notifications and status updates using standard communication capabilities:
○ Email and/or SMS (when in scope and when City provides required communication templates)
● Configure escalations to supervisors and leadership.
● SLA configuration is limited to up to three (3) SLA policies across all request types unless otherwise specified.
○ An “SLA Policy” is defined as a single set of thresholds and calendar rules that may apply to multiple request types/departments.
● Escalations do not include automatic reassignment, rerouting to additional queues, or dynamic workload redistribution.
● Notifications are limited to standard event-based updates (e.g., submission received, status changed, closed) using standard template capabilities. Custom notification logic beyond standard triggers may require a change order.

City will:
● Provide SLA definitions per category and business hours/holiday calendars. (policy name, threshold values, and applicability by request type/department) ● Approve notification templates and escalation paths.
● Validate end‑to‑end SLA behavior.

Assumptions:
● SMS/email providers and associated fees are City responsibilities unless otherwise contracted.
● Two‑way messaging outside of standard capabilities may require a Change Order.

Completion Criteria:
● *SLAs operational with monitoring in dashboards
● Notifications and escalations tested
● City approval received.

Integration with Contractor Enterprise Asset Management (EAM) Contractor will:
● Configure an integration between Contractor 311/Constituent Request Management (CRM) and Contractor EAM using standard, supported capabilities so that:

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27 ○ Eligible 311 requests may create 311 requests, which will enable users to issue work orders, and
○ EAM work order status updates may be reflected back in 311 (including the public status page where applicable).
● Define decision rules for work-order creation (e.g., by category/high-alert flag). ● Configure field mapping between 311/CRM and EAM for a standard integration set, including (as applicable):
○ 311 Request ID / External Reference
○ Request Type
○ Location/Address
○ Requester(or)
○ Description/Comments
○ File Attachment(s)
● Configure status mapping for resident-facing visibility (e.g., translating EAM internal statuses into simplified public statuses) using standard platform capabilities.
● Implement standard API-based integration or agreed method; handle error validation and retries.
● Configure read-backs of EAM status/progress for resident-friendly display on the status page.
● Provide technical runbook and data-mapping documentation. ● Integration is limited to one (1) EAM request type creation pathway per eligible request type.
● Field mapping is limited to twenty (20) mapped fields, or the limit already configured in EAM, unless otherwise specified.
● The integration does not support:
○ Custom middleware, custom EAM extensions, or non-standard API capabilities.
● Advanced exception handling (custom alerting workflows, automated replay tooling, or custom integration dashboards) is out of scope unless explicitly stated.

City Responsibilities:
● Provide or confirm EAM environment details, credentials, and test data; confirm asset/address cross-walks.
● Validate mapping, status cross-reference, and acceptance criteria. ● Coordinate with any internal EAM administrators for endpoint access/windows.

Boundaries & Assumptions
● Scope is limited to Contractor 311 Request Management ↔ Contractor EAM integration; other third-party systems are out of scope. ● Integration follows standard, supported API capabilities; custom EAM extensions are excluded.
● Delays in access, credentials, or test data availability may impact delivery timeline.

Completion Criteria:
● End-to-end tests demonstrate work-order creation and status synchronization; integration documentation delivered; stakeholder approval received.

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28 Integration with Contractor Permitting and Licensing (PLC) Contractor will:
● Configure an integration between Contractor 311/Constituent Request Management (CRM) and Contractor PLC using standard, supported capabilities so that:
○ Eligible 311 requests may create 311 requests, which will enable users to issue work orders for code enforcement requests, and
○ PLC work order status updates may be reflected back in 311 (including the public status page where applicable).
● Define decision rules for work-order creation (e.g., by category/high-alert flag). ● Configure field mapping between 311/CRM and PLC for a standard integration set, including (as applicable):
○ 311 Request ID / External Reference
○ Request Type
○ Location/Address
○ Requester(or)
○ Description/Comments
○ File Attachment(s)
● Configure status mapping for resident-facing visibility (e.g., translating PLC internal statuses into simplified public statuses) using standard platform capabilities. ● Implement standard API-based integration or agreed method; handle error validation and retries.
● Configure read-backs of PLC status/progress for resident-friendly display on the status page.
● Provide technical runbook and data-mapping documentation. ● Integration is limited to one (1) PLC request type creation pathway per eligible request type.
● Field mapping is limited to twenty (20) mapped fields, or the limit already configured in PLC, unless otherwise specified.
● The integration does not support:
○ Custom middleware, custom PLC extensions, or non-standard API capabilities.
● Advanced exception handling (custom alerting workflows, automated replay tooling, or custom integration dashboards) is out of scope unless explicitly stated.

City Responsibilities:
● Provide or confirm PLC environment details, credentials, and test data; confirm asset/address cross-walks.
● Validate mapping, status cross-reference, and acceptance criteria. ● Coordinate with any internal PLC administrators for endpoint access/windows.

Boundaries & Assumptions
● Scope is limited to Contractor 311 Request Management ↔ Contractor PLC integration; other third-party systems are out of scope. ● Integration follows standard, supported API capabilities; custom PLC extensions are excluded.
● Delays in access, credentials, or test data availability may impact delivery timeline.

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29 Completion Criteria:
● End-to-end tests demonstrate work-order creation and status synchronization; integration documentation delivered; stakeholder approval received.

Reporting & Dashboards
Contractor will:
● Configure reports (up to 10), filters, and visualizations; enable exports suitable for council/board/public dashboards (up to 6 unique dashboards) ● Provide enablement on managing report parameters and publishing.

City will:
● Define KPIs and reporting needs; provide examples of internal and public reporting. ● Review layouts and logic; test exports; designate owners for ongoing reporting.

Assumptions:
● Reports rely on data available in configured tables or approved imports/integrations.
● Complex, custom templates outside of standard exports may require a Change Order.

Completion Criteria:
● Reports and dashboards live with accurate data.
● Permissions verified; export formats tested
● City approval received.

Train
Administrator & Dispatcher Training
Contractor will:
● Deliver live virtual training; provide documentation and recordings. ● Cover core admin tasks (form edits, report creation, workflow adjustments, SLA configuration, permission controls).
● Assign practice scenarios.

City will:
● Identify admin/dispatcher users; attend training; complete practice exercises; confirm understanding of responsibilities.

Assumptions:
● Training delivered remotely unless otherwise specified. ● Attendees are available at scheduled times.

Completion Criteria:
● Admin training completed; access confirmed for relevant users. ● Practice scenarios validated

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30 ● City confirms readiness to manage configuration post‑launch.

Agent/Field Staff Enablement
Contractor will:
● Deliver role‑based sessions and quick‑reference guides. ● Demonstrate status updates, assignment, and completion workflows.

City will:
● Ensure attendance; provide device policies and any mobile restrictions. ● Validate that training aligns to field operation needs.

Assumptions:
● Device procurement and management are City responsibilities. ● Offline mode support is limited to generally available capabilities.

Completion Criteria:
● Agent/field sessions delivered; materials distributed. ● Readiness sign‑off received from departmental leads.

Public/User-Facing Collateral
Contractor will:
● Draft how‑to guides with screenshots and FAQs; deliver PDF and web‑optimized formats.
● Review drafts with City for accuracy; finalize collateral.

City will:
● Review and provide feedback; approve final content; handle distribution and any localization.

Assumptions:
● Content reflects current forms and processes at go‑live. ● Accessibility/translation needs identified by City.

Completion Criteria:
● Guides finalized and approved; published via City channels.

Launch
Contractor will:
● Monitor adoption; resolve configuration questions and issues. ● Conduct final stakeholder review; transition to City Success.

City will:
● Monitor usage; report issues; attend final review; sign solution acceptance.

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PS-10349.1
31 Assumptions:
● Hypercare support is time‑boxed per the Project Plan. ● Post‑launch enhancements will be prioritized via City Success or Change Orders.

Completion Criteria:
● Hypercare window closed; known issues addressed or queued. ● Stakeholder review completed; solution acceptance signed.

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PS-10349.1
32 Exhibit 2: Technical Requirements
Procurement Technical Requirements
Logo
● .png or .jpg file
● At least 300KB but not larger than 500KB
Vendor List
● Single Flat file
● .csv or .xlsx format
Historical/Active Contracts
● Single Flat file based on mapping document provided by Contractor ● .csv or .xlsx format
Sample Documents or Boilerplate Templates
● PDF or Word format, including all related attachments and documents.

Templates
● All templates are assumed to be samples unless specified as a boilerplate. A boilerplate template document that can be reused more than once without any substantive change. ● All templates assume up to 50 pages in length each unless otherwise specified in Exhibit 1.

Page count includes all attachments, forms, notices, and other documentation ● All templates are assumed to be non-construction unless otherwise specified in Exhibit 1. A “Construction” template refers to templates inclusive of requirements, specifications, and conditions for construction projects: including any of the following examples but not limited to: regulations, codes, and standards, risk management, insurance management, dispute resolution mechanisms, phases, tasks, dependencies, materials, equipment, construction methods, liability and warranty periods.

Admin Documents
● PDF or Word format
Permitting & Licensing Technical Requirements
Master Address Table
● All addresses must have a unique ID
● Flat file, .csv, .xls, .xlsx, .txt with headers
● Parcels and address points recommended
● Recommended source data: Esri GIS, Alternative source options include: Assessor’s database, E911
Esri ArcGIS
● A single publicly-accessible secure Esri REST API URL

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PS-10349.1
33 ArcGIS Flags
● Polygon Layer(s) via Esri REST API URL, Polylines and points are not supported ● Flags will be populated via the same Publicly-accessible secure Esri REST API URL as provided for the Esri ArcGIS integration.

Financial and Record Exports
● Required format (columns) and sample document
Autofills using City source data
● Flat file, .csv, .xls, .xlsx, .txt with headers
Bluebeam
● Bluebeam Core or Complete license(s)
● User(s) must have Bluebeam Revu 21 downloaded
Current application forms, workflows, fee structures, and output documents ● PDF, Word, .csv, .xls, .xlsx with headers
SSO
● SAML or HTTPS certificate, Whitelist Contractor in City VPN or firewall Government App Builder Technical Requirements
● Migration
○ All data must be accessible to Contractor in Excel or CSV format ○ Maximum historical record count: 500
● Flat File Integrations
○ City must
■ Provide Contractor with the export file (a delimited file) from the external system
■ Automate the export and/or import of data into and out of the external system.
● APIIntegrations
○ City is responsible for:
■ Fees associated with purchasing the external system
■ Providing Contractor with access to the API and/or access to technical staff from that vendor.
■ Access to a test instance of the third party API including a URL, authentication credentials, and relevant documentation. ■ Changes to scope resulting from a change in the third-party vendor’s API. ■ Testing expected workflows and data in both test and production environments
○ To display a location on a map, the third party system must be able to provide location data via their API, as shapes or coordinates. Text addresses are limited to populating address fields.

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55575.18100\42906602.1
BB&K (2024)
ATTACHMENT “B”

QUOTE / PRICING

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1602 Village Market Blvd SE, Suite 320
Leesburg, VA20175 USA
Cage Code: 7QV38
UEI Number Y7D5MXRU2839
DUNS# 080431574
Federal Tax ID: 81-3911287
Business Size: Small Business
Date: 4/23/2026, 4:43 PM
Phone: 571 707-4130
Fax: 571-291-4119
Email: [email protected]
Vertosoft Contact: Carly Moore
Phone: (540) 998-8361
Email: [email protected]
Vertosoft Quote for OpenGov - City of Palm Springs, CA
Contract: Sourcewell: 060624-VTO
Quote #: Q-22041
Expires On: 5/29/2026
Ship To
City of Palm Springs, CA
Quote For:

Name:

Company: City of Palm Springs, CA
Email:

Phone:

PAYMENT TERMS DELIVERY METHOD PAYMENT METHOD VERTOSOFT CUST ID SUPPLIER REF Net 60 Electronic Check/ACH/Credit Card
Overall POP Start Date: 6/1/2026
Overall POP End Date: 5/31/2031
Term 1 6/1/2026 - 5/31/2027
PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWHXB300500M-AR-3YAsset Management Base Bundle - Between $300- 500 Million - 3Y

1.00 103,360.00 $40,655.19 $40,655.19
OG-TWEJB300500M-AR-3YAsset Management Expert Services: Accelerate - Between $300-500 Million - 3Y

1.00 36,750.00 $16,061.22 $16,061.22
OG-TWAWB300500M-AR-3YFacilities Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $34,847.58 $34,847.58
OG-TWHTB300500M-AR-3YOpenGov 311 - Between $300-500 Million - 3Y 1.00 86,953.00 $38,001.82 $38,001.82 OG-TWHGB300500M-AR-3YOpenGov Constituent Relationship Management - Between $300-500 Million - 3Y

1.00 134,744.00 $58,888.35 $58,888.35

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PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWAYB300500M-AR-3YParks & Recreation Domain - Between $300-500 Million - 3Y

1.00 71,884.00 $31,416.42 $31,416.42
OG-TWIBB300500M-AR-3YPermitting and Licensing - Code Enforcement Bundle - Between $300-500 Million - 3Y

1.00 55,173.00 $21,701.77 $21,701.77
OG-SWFUB300500M-AR-3YSolicitation Development - Between $300-500 Million - 3Y

1.00 30,246.00 $13,218.87 $13,218.87
OG-SWFSB300500M-AR-3YSupplier Engagement, Evaluations and Awards - Between $300-500 Million - 3Y

1.00 30,246.00 $13,218.87 $13,218.87
OG-TWBCB300500M-AR-3YTransportation Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $34,847.58 $34,847.58
OG-PSBGB300500M-OT-0YProfessional Services Deployment - Prepaid - Between $300-500 Million - 0Y
829.00 294.00 $210.00 $174,090.00
OG-Travel-ExpenseReimbOpenGov - designed for reimbursable travel expenditures. **Estimate expense
On-Site Implementation

BILLED AS INCURRED NOT TO EXCEED
2,800.00 100,000.00 $1.00 $2,800.00
Term 1 TOTAL: $479,747.67
Term 2 6/1/2027 - 5/31/2028
PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWHXB300500M-AR-3YAsset Management Base Bundle - Between $300- 500 Million - 3Y

1.00 103,360.00 $42,687.97 $42,687.97
OG-TWEJB300500M-AR-3YAsset Management Expert Services: Accelerate - Between $300-500 Million - 3Y

1.00 36,750.00 $16,864.28 $16,864.28
OG-TWAWB300500M-AR-3YFacilities Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $36,589.96 $36,589.96
OG-TWHTB300500M-AR-3YOpenGov 311 - Between $300-500 Million - 3Y 1.00 86,953.00 $39,901.90 $39,901.90 OG-TWHGB300500M-AR-3YOpenGov Constituent Relationship Management - Between $300-500 Million - 3Y

1.00 134,744.00 $61,832.76 $61,832.76
OG-TWAYB300500M-AR-3YParks & Recreation Domain - Between $300-500 Million - 3Y

1.00 71,884.00 $32,987.24 $32,987.24
OG-TWIBB300500M-AR-3YPermitting and Licensing - Code Enforcement Bundle - Between $300-500 Million - 3Y

1.00 55,173.00 $22,786.86 $22,786.86
OG-TWBAB300500M-AR-3YSignal Domain - Between $300-500 Million - 3Y 1.00 67,500.00 $30,975.20 $30,975.20 OG-SWFUB300500M-AR-3YSolicitation Development - Between $300-500 Million - 3Y

1.00 30,246.00 $13,879.82 $13,879.82
OG-SWFSB300500M-AR-3YSupplier Engagement, Evaluations and Awards - Between $300-500 Million - 3Y

1.00 30,246.00 $13,879.82 $13,879.82
OG-TWBCB300500M-AR-3YTransportation Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $36,589.96 $36,589.96

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PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWBDB300500M-AR-3YWalkability Domain - Between $300-500 Million - 3Y

1.00 67,500.00 $30,975.20 $30,975.20
Term 2 TOTAL: $379,950.97
Term 3 6/1/2028 - 5/31/2029
PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWHXB300500M-AR-3YAsset Management Base Bundle - Between $300- 500 Million - 3Y

1.00 103,360.00 $44,822.35 $44,822.35
OG-TWEJB300500M-AR-3YAsset Management Expert Services: Accelerate - Between $300-500 Million - 3Y

1.00 36,750.00 $17,707.49 $17,707.49
OG-TWAWB300500M-AR-3YFacilities Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $38,419.45 $38,419.45
OG-TWHTB300500M-AR-3YOpenGov 311 - Between $300-500 Million - 3Y 1.00 86,953.00 $41,897.00 $41,897.00 OG-TWHGB300500M-AR-3YOpenGov Constituent Relationship Management - Between $300-500 Million - 3Y

1.00 134,744.00 $64,924.41 $64,924.41
OG-TWAYB300500M-AR-3YParks & Recreation Domain - Between $300-500 Million - 3Y

1.00 71,884.00 $34,636.60 $34,636.60
OG-TWIBB300500M-AR-3YPermitting and Licensing - Code Enforcement Bundle - Between $300-500 Million - 3Y

1.00 55,173.00 $23,926.22 $23,926.22
OG-TWBAB300500M-AR-3YSignal Domain - Between $300-500 Million - 3Y 1.00 67,500.00 $32,523.97 $32,523.97 OG-SWFUB300500M-AR-3YSolicitation Development - Between $300-500 Million - 3Y

1.00 30,246.00 $14,573.81 $14,573.81
OG-SWFSB300500M-AR-3YSupplier Engagement, Evaluations and Awards - Between $300-500 Million - 3Y

1.00 30,246.00 $14,573.81 $14,573.81
OG-TWBDB300500M-AR-3YWalkability Domain - Between $300-500 Million - 3Y

1.00 67,500.00 $38,419.45 $38,419.45
OG-TWBCB300500M-AR-3YTransportation Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $32,523.97 $32,523.97
Term 3 TOTAL: $398,948.53
Term 4 6/1/2029 - 5/31/2030
PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWHXB300500M-AR-3YAsset Management Base Bundle - Between $300- 500 Million - 3Y

1.00 103,360.00 $47,063.48 $47,063.48
OG-TWEJB300500M-AR-3YAsset Management Expert Services: Accelerate - Between $300-500 Million - 3Y

1.00 36,750.00 $18,592.87 $18,592.87
OG-TWAWB300500M-AR-3YFacilities Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $40,340.43 $40,340.43
OG-TWHTB300500M-AR-3YOpenGov 311 - Between $300-500 Million - 3Y 1.00 86,953.00 $43,991.85 $43,991.85

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PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWHGB300500M-AR-3YOpenGov Constituent Relationship Management - Between $300-500 Million - 3Y

1.00 134,744.00 $68,170.62 $68,170.62
OG-TWAYB300500M-AR-3YParks & Recreation Domain - Between $300-500 Million - 3Y

1.00 71,884.00 $36,368.43 $36,368.43
OG-TWIBB300500M-AR-3YPermitting and Licensing - Code Enforcement Bundle - Between $300-500 Million - 3Y

1.00 55,173.00 $25,122.51 $25,122.51
OG-TWBAB300500M-AR-3YSignal Domain - Between $300-500 Million - 3Y 1.00 67,500.00 $34,150.16 $34,150.16 OG-SWFUB300500M-AR-3YSolicitation Development - Between $300-500 Million - 3Y

1.00 30,246.00 $15,302.49 $15,302.49
OG-SWFSB300500M-AR-3YSupplier Engagement, Evaluations and Awards - Between $300-500 Million - 3Y

1.00 30,246.00 $15,302.49 $15,302.49
OG-TWBCB300500M-AR-3YTransportation Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $40,340.43 $40,340.43
OG-TWBDB300500M-AR-3YWalkability Domain - Between $300-500 Million - 3Y

1.00 67,500.00 $34,150.16 $34,150.16
Term 4 TOTAL: $418,895.92
Term 5 6/1/2030 - 5/31/2031
PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWHXB300500M-AR-3YAsset Management Base Bundle - Between $300- 500 Million - 3Y

1.00 103,360.00 $49,416.65 $49,416.65
OG-TWEJB300500M-AR-3YAsset Management Expert Services: Accelerate - Between $300-500 Million - 3Y

1.00 36,750.00 $19,522.51 $19,522.51
OG-TWAWB300500M-AR-3YFacilities Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $42,357.45 $42,357.45
OG-TWHTB300500M-AR-3YOpenGov 311 - Between $300-500 Million - 3Y 1.00 86,953.00 $46,191.44 $46,191.44 OG-TWHGB300500M-AR-3YOpenGov Constituent Relationship Management - Between $300-500 Million - 3Y

1.00 134,744.00 $71,579.16 $71,579.16
OG-TWAYB300500M-AR-3YParks & Recreation Domain - Between $300-500 Million - 3Y

1.00 71,884.00 $38,186.85 $38,186.85
OG-TWIBB300500M-AR-3YPermitting and Licensing - Code Enforcement Bundle - Between $300-500 Million - 3Y

1.00 55,173.00 $26,378.61 $26,378.61
OG-TWBAB300500M-AR-3YSignal Domain - Between $300-500 Million - 3Y 1.00 67,500.00 $35,857.68 $35,857.68 OG-SWFUB300500M-AR-3YSolicitation Development - Between $300-500 Million - 3Y

1.00 30,246.00 $16,067.61 $16,067.61
OG-SWFSB300500M-AR-3YSupplier Engagement, Evaluations and Awards - Between $300-500 Million - 3Y

1.00 30,246.00 $16,067.61 $16,067.61
OG-TWBCB300500M-AR-3YTransportation Domain - Between $300-500 Million - 3Y

1.00 79,735.00 $42,357.45 $42,357.45

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PART # DESCRIPTION QTY MSRP UNIT PRICE EXTENDED
OG-TWBDB300500M-AR-3YWalkability Domain - Between $300-500 Million - 3Y

1.00 67,500.00 $35,857.68 $35,857.68
Term 5 TOTAL: $439,840.70
TOTAL: $479,747.67
Annual invoices will be delivered by the start of each consecutive annual period. Payment of invoices shall be annually in advance. Any Professional Services shall be performed pursuant to the attached Statement of Work, if any.

Quote Terms
By purchasing the products and services described in this order form, the Customer is expressly agreeing to the End User Agreement published at https://www.vertosoft.com/terms-and-conditions-opengov Taxes: Sales tax shall be added at the time of an invoice, unless a copy of a valid tax exemption or resale certificate is provided.

Credit Card Orders: Additional fees may apply if paying by credit card.

All Purchase Orders must include: End User Name, Phone Number, Email Address, Purchase Order Number, Government Contract Number or Our Quote Number, Bill-To and Ship-To Address (Cannot ship to a PO Box), Period of Performance (if applicable), and a Signature of a duly Authorized Representative.

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55575.18100\42906602.1
BB&K (2024)
ATTACHMENT “C”

INSURANCE REQUIREMENTS

1.1 Types of Insurance. Contractor shall procure and maintain, at its sole cost and expense, the insurance described herein. The insurance shall be for the duration of this Agreement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Contractor's performance of Work under this Agreement, including Contractor's agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Contractor shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized below for contract liability (errors and omissions) insurance, all insurance provided under this Agreement shall be on an occurrence basis. The minimum amount of insurance required shall be as follows:

A. Errors and Omissions Insurance. Contractor shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form contract liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section.
required
X is not required;
(1) Contractor shall either: (a) certify in writing to the City that Contractor is unaware of any contract liability claims made against Contractor and is unaware of any facts which may lead to such a claim against Contractor; or (b) if Contractor does not provide the certification under (a), Contractor shall procure from the contract liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services under this Agreement. (2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Contractor shall obtain continuing insurance coverage for the prior acts or omissions of Contractor during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement.

B. Workers’ Compensation Insurance. Contractor shall obtain and maintain,

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in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Contractor agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

C. Commercial General Liability Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent contractors, broad form property damage, products and completed operations.

D. Business Automobile Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non-owned, leased, and hired cars.

E. Employer Liability Insurance. Contractor shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease. 1.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Contractor guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or self-insured retentions in excess of $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Contractor’s ability to pay claims for all deductible amounts and self-insured retentions proposed in excess of $10,000.

1.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Contractor under this Agreement:

A. For any claims related to this Agreement, Contractor’s coverage shall be primary insurance with respect to the City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it.

B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers.

C. All insurance coverage and limits provided by Contractor and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage.

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BB&K (2024)
D. No required insurance coverages may include any limiting endorsement which substantially impairs the coverages set forth in this Agreement (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing.

E. Contractor agrees to require its insurer to modify insurance endorsements to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Contractor’s obligation to ensure timely compliance with all insurance submittal requirements as provided in this Agreement.

F. Contractor agrees to ensure that subcontractors, and any other parties involved with the Project who are brought onto or involved in the Project by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with subcontractors and others engaged in the Project will be submitted to the City for review.

G. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard.

H. Contractor shall provide proof that policies of insurance required in this Agreement, expiring during the term of this Agreement, have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage.

I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or other requirements, or as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive.

J. The requirements in this section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impair the provisions of this section.

K. Contractor agrees to provide immediate notice to City of any claim or loss against Contractor arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims.

L. Contractor agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment of damages resulting from the Contractor’s activities or the activities of any person or person for

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which the Contractor is otherwise responsible.

1.4 Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances.

1.5 Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.

Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate:

A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

B. "This insurance is primary and non-contributory over any insurance or selfinsurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.

In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.

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BB&K (2024)
ATTACHMENT “D”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.

Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.

The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.

Signature:

Printed Name:

Title:

Firm Name:

Date:

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ATTACHMENT “B”
Public Integrity Disclosure

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CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

(Revised 05/16/19)

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principle Place of Business)

3. Local or California Address (if different than #2)

4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California?  Yes  No

5. Type of Entity
 Corporation  Limited Liability Company  Partnership  Trust  Other (please specify)

6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity _________________________________________________  Officer  Director  Member  Manager [name]
 General Partner  Limited Partner
 Other ____________________________________
_________________________________________________  Officer  Director  Member  Manager [name]
 General Partner  Limited Partner
 Other ____________________________________
_________________________________________________  Officer  Director  Member  Manager [name]
 General Partner  Limited Partner
 Other ____________________________________
Vertosoft LLC 1602 Village Market Blvd SE, Suite 320, Leesburg, VA 20175 Virginia ✔ ■
See attached ownership chart

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CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

(Revised 05/16/19)

7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity

EXAMPLE

JANE DOE
[name of owner/investor]
50%, ABC COMPANY, Inc.
[percentage of beneficial interest in entity
and name of entity]
A.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
B.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
C.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
D.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
E.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]

I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.

Signature of Disclosing Party, Printed Name, Title Date

PENALTIES
Falsification of information or failure to report information required to be reported may subject you to administrative action by the City.

See attached list of owners.

Nur Rahman | VP, Operations | 04/20/2026

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Vertosoft LLC Ownership List -
2026
Legal Name and Physical Address of Facility: Vertosoft LLC , 1602 Village Market Blvd SE, Suite 320, Leesburg, VA 20175
Taxpayer Identification Number: 81-3911287
Complete Name
(Include nicknames in
quotation marks)
All Current Positions Held All Citizenships
(U.S., Dual, Other)
(Permanent Resident
Alien Date)
Percentage of
Ownership
(Include
Beneficial
Ownership)
Howard Jay Colavita 19592 Glastonbury Lane, Leesburg, VA 20175 U.S. 51 Lynn Ronan Colavita 19592 Glastonbury Lane, Leesburg, VA 20175 U.S. 14 Chet D. Hayes 913 Tinsman Dr. NE, Leesburg, VA 20176 U.S. 10 John A. Severino 5421 Heredity Lane, Gainesville, VA 20155 U.S. 10 Joshua M. Slattery 40810 Erins View Ct, Leesburg VA 20176 U.S 10 David Ball 6 Laurel Ridge Rd, Scarborough, ME 04074 US 2 Hannah Xiu 44145 Seawolve Sq, Chantilly, VA 20152 US 3
I certify that there are no other legal entity/individual owners other than what is in the chart above.

Vertosoft LLC
By: ________________________
Print Name:

Title:

Date:

Jay Colavita
President
03/26/2026

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CITY COUNCIL STAFF REPORT
DATE: MAY 12, 2026 CONSENT CALENDAR
SUBJECT: APPROVE REQUEST FOR PROPOSALS/QUALIFICATIONS FOR ASNEEDED VEHICLE TOWING AND STORAGE SERVICES FOR THE

PALM SPRINGS POLICE DEPARTMENT AND ADOPT A RESOLUTION

AUTHORIZING THE ADVERTISEMENT AND SOLICITATION OF

RESPONSES
FROM: Scott C. Stiles, City Manager
BY: Police Department
SUMMARY:

On April 5, 2006, Council adopted Ordinance 1686, which established criteria for the evaluation of proposals and a contractual bidding process for the provision of tow services initiated or requested by the Police Department, including the requirement for competitive bids and the establishment of a citywide rotational dispatch. This action allows Council to authorize staff to solicit Request for Proposals/Qualifications for new tow service providers for the Department’s as-needed vehicle towing and storage services.

RECOMMENDATION:

1. Authorize staff to advertise and solicit responses for as-needed vehicle towing and storage services for the Palm Springs Police Department; and,

2. Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, APPROVING THE REQUEST FOR

PROPOSALS/QUALIFICATIONS FOR THE ROTATIONAL TOW PROGRAM,

AUTHORIZING STAFF TO ADVERTISE AND SOLICIT RESPONSES FOR THE PALM SPRINGS POLICE DEPARTMENT.”
BACKGROUND:

The Police Department relies on timely, reliable responses from official police tow service providers to clear the roadway of damaged vehicles and debris, remove abandoned vehicles, recover stolen vehicles, and help ensure roadway safety. Official police tow service providers, dispatched on a rotational basis, remove and store vehicles the Department impounds or holds for investigation, examination, or evidence. The Department may initiate tows when a vehicle’s owner/operator is arrested, incapacitated,

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City Council Staff Report
May 12, 2026 -- Page 2
Request for Qualifications for As-Needed Vehicle Towing and Storage Services or fails to express a preference for a particular towing company. The City has historically solicited Requests for Proposals/Statement of Qualifications (RFP/SOQ) and entered into contracts with various tow companies to provide as-needed towing and vehicle storage services.

On April 5, 2006, City Council adopted Ordinance number 1686 adding Chapter 11.82 to the Municipal Code, establishing a selection process and contractual system for police tow services. In addition, the ordinance set forth minimum requirements and performance standards for equipment, facilities, personnel, and services for each tow company providing as-needed vehicle towing and storage services requested by the Palm Springs Police Department. There are established procedures for suspending or revoking tow companies that fail to meet the City’s minimum standards, violate federal, state or local laws, or for any cause, which the Police Department determines are in the public interest, convenience, necessity, or general welfare to suspend or revoke an individual agreement.

On July 18, 2018, City Council adopted Resolution No. 24471, approving the City’s RFP to solicit proposals for new tow service providers. In response to the City’s RFP, the City’s three incumbent tow service providers submitted proposals to continue providing tow services to the community. On December 19, 2018, City Council adopted Resolution No. 24536, approving an Official Police Tow Service Agreement with those three firms: A&A Towing and Recovery, Inc. (A6280); Dave’s Towing Service (A6281); and Mohica Towing, Inc. (A6282).

The terms of these agreements were 5 years, through December 2024, and has subsequently continued on an interim basis to allow staff to prepare a new Request for Proposals/Statement of Qualifications (RFP/SOQ) to solicit new proposals for tow services.

Section 11.82.060 “Selection process” of the Palm Springs Municipal Code regulates the method by which the City can select contractors to provide tow services for the Police Department. Specifically, the process includes the following:

11.82.060 Selection process.
(a) Using an open, competitive process, the city council shall select one or more persons to serve as an official police tow services provider. The chief of police shall prepare a request for proposals which, at a minimum, must include:
(1) Specifications, terms, conditions and minimum performance standards for towing service; and
(2) The procedures and standards for evaluating proposals and selecting an official police tow services provider.
(b) By resolution, the city council shall adopt the request for proposals and authorize the city clerk to advertise for proposals.
(c) In evaluating a proposal, the city council may consider all relevant facts or information, including any one or more of the following criteria:

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City Council Staff Report
May 12, 2026 -- Page 3
Request for Qualifications for As-Needed Vehicle Towing and Storage Services (1) Demonstrated financial strength including, but not limited to, the proposer’s:
(A) Current facilities, equipment, and personnel,
(B) Capability of securing financing for facilities, equipment, personnel, or other resources,
(C) Credit worthiness;
(2) Quality of the proposer’s existing or proposed facilities, equipment, and personnel;
(3) Demonstrated and successful completion of services of similar scope and size, including, but not limited to:
(A) Years of experience that the proposer has an official police tow services provider or a municipal service provider,
(B) Timeliness of performance,
(C) Customer satisfaction or complaints;
(4) Other cities’ and clients’ evaluations of the proposer’s prior or current services and any actions taken by such cities or clients regarding the proposer; (5) Demonstrated safety record for the proposer’s tow vehicles and employees; or
(6) Degree to which the proposer ascertained and addressed this city’s needs and priorities.
(d) By resolution, the city council shall award an agreement to a person whom the city council determines is the most qualified to serve as an official police tow services provider. (e) When it best serves the city’s interests, the city council may do any one or more of the following:
(1) Reject all proposals;
(2) Amend, cancel or reissue a request for proposals;
(3) Extend the deadline for accepting proposals; or
(4) Establish and operate its own municipal towing service, or storage lot, or both.

On March 25 and April 8, 2026, City Council adopted Ordinance 2129 amending section

11.82.130 (j)(1), Subdivision (j)(1) of Section 11.82.130 of Chapter 11.82 of Title 11 of the Palm Springs Municipal code to read as follows:
(j) Official police tow service shall have a secure and environmentally safe vehicle storage facility with a minimum of fifteen thousand usable square feet. (1) The vehicle storage facility must be located in or within ten (10) miles of the corporate city limits of the city of Palm Springs. For purposes of measuring the ten (10) miles, distance shall be measured in driving distance.

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City Council Staff Report
May 12, 2026 -- Page 4
Request for Qualifications for As-Needed Vehicle Towing and Storage Services The prior code required tow facilities to be located within cooperate boundaries of the city which resulted in reduced competition, therefore staff desired to modify the location requirements for vehicle storage facilities. This change will now provide the tools necessary for the Police Department to retain a rotational pool to clear the roadway of damaged vehicles and debris, remove abandoned vehicles, recover stolen vehicles, and help ensure roadway safety. Official police tow service providers, dispatched on a rotational basis, remove and store vehicles the Department impounds or holds for investigation, examination, or evidence.

In accordance with Chapter 11.82 and CVC section 22850.5(a), the Vehicle Towing Administrative Cost Recovery (VTACR) fee is based on the actual and reasonable costs incurred by the City, including administration and overhead, from operating the rotational tow program by the Police Department. Staff evaluated its historic labor and material costs associated with administering the rotational tow program and determined those costs were equivalent to $235 per tow. Council authorized Resolution 25189 on March 14, 2024, adopting the VTACR of $235 per vehicle.

STAFF ANALYSIS:

Palm Springs Municipal Code Section 11.82.060 requires that Council adopt by Resolution the Request for Proposals/Qualifications authorizing staff to solicit responses.

Staff has prepared a new Request for Proposals/Qualifications document for the City’s rotational tow program for the Police Department. Approval of the document will allow staff to proceed with advertising this Request for Proposals/Qualifications, which identifies the City’s requirements and performance standards, payment of fees, reporting requirements and other terms and conditions related to vehicle towing and impound services for the Police Department. Staff propose that contracts allow for a term of three (3) years, with an option to extend for up to two additional one-year terms.

ENVIRONMENTAL ASSESSMENT:

The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment.

FISCAL IMPACT:

Approval of these actions has no fiscal impact, as City expenses associated with administering the rotational tow program are recovered through applicable fees paid by owners of vehicles impounded or towed at the direction of the City’s Police Department

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City Council Staff Report
May 12, 2026 -- Page 5
Request for Qualifications for As-Needed Vehicle Towing and Storage Services via the vehicle towing administrative cost recovery (VTACR) fee as established by the City Council and adopted by Resolution No. 25189 on March 14, 2024.

REVIEWED BY:

Department Director: Andrew G. Mills
Procurement & Contracting Manager: Tabitha Richards
City Manager: Scott Stiles
ATTACHMENTS:

A) RFQ 04-26
B) Resolution

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ATTACHMENT A
[ RFQ 04-26 ]

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CITY OF PALM SPRINGS, CA

PROCUREMENT AND CONTRACTING DEPARTMENT
REQUEST FOR QUALIFICATIONS 04-26

OFFICIAL POLICE TOWING AND STORAGE SERVICES
ISSUED: May 18, 2026

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TABLE OF CONTENTS

SECTION 1 – NOTICE OF REQUEST FOR QUALIFICATIONS .............................................. 1

1.1. Request for Statement of Qualifications ................................................................... 1

1.2. Term ......................................................................................................................... 1

1.3. Schedule .................................................................................................................. 1

1.4. Procurement Officer and Delivery Address: .............................................................. 1 SECTION 2 – INSTRUCTIONS TO RESPONDERS ............................................................... 2

2.1. Obtaining RFQ Documents and Addenda: ................................................................ 2

2.2. Responder’s Minimum Requirements: ...................................................................... 2

2.3. Submission of Statements of qualifications: .............................................................. 3 SECTION 3 – CONDITIONS GOVERNING THE PROCUREMENT ........................................ 4

3.1. Request for Clarifications/Questions: ........................................................................ 4

3.2. Responders Ethical Behavior: .................................................................................. 4

3.3. Statements of Qualifications to Remain Open: ......................................................... 4

3.4. Right to Accept or Reject Statements of Qualifications: ............................................ 4

3.5. Responsibility of Responder: .................................................................................... 4

3.6. Insurance: ................................................................................................................ 4

3.7. Public Record: .......................................................................................................... 5

3.8. Cost Related to Statement of Qualifications Preparation: ......................................... 5

3.9. Compliance with Law:............................................................................................... 5

3.10. Licenses, Permits, Fees and Assessments: ............................................................. 6

3.11. Investigations: .......................................................................................................... 6

3.12. Non-Collusion: .......................................................................................................... 6

3.13. Signed Statement of Qualifications and Exceptions: ................................................. 6

3.14. Award of Contract: .................................................................................................... 7

3.15. Form of Agreement: ................................................................................................. 7 SECTION 4 – SCOPE OF WORK ........................................................................................... 9 SECTION 5 – STATEMENT OF QUALIFICATIONS FORMAT AND ORGANIZATION ...........29

5.1. Statement of Qualifications Requirements: ..............................................................29

5.2. Statement of Qualifications Format: .........................................................................29

5.3. Statement of Qualifications Content: .......................................................................29

5.4. Submission of Statement of Qualifications: ..............................................................33 SECTION 6 – STATEMENT OF QUALIFICATIONS EVALUATION........................................34

6.1. Evaluation of Statements of Qualifications: ..............................................................34

6.2. Selection Process and Award of Contract: ...............................................................35 SECTION 7 – RFQ FORMS ...................................................................................................36 SECTION 8 – SAMPLE AGREEMENT ................................................................................... 1

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